NCNDA Draft (Non-Circumvention, Non-Disclosure, and Confidentiality Agreement)

Non-Circumvention, Non-Disclosure, and Confidentiality Agreement (NCNDA)

This Agreement is entered into by and between [Your Name/Modriaty Resort Entity] (the “Disclosing Party”) and [Investor/Recipient Name] (the “Recipient”), collectively referred to as the "Parties."

1. Purpose of Agreement

The Disclosing Party will provide confidential information regarding the Modriaty Resort project to the Recipient for the purpose of assessing a potential investment in the resort. The Recipient agrees to the terms of this NCNDA in exchange for receiving this confidential information.

2. Non-Disclosure of Confidential Information

  • The Recipient agrees not to disclose any confidential information provided by the Disclosing Party, including but not limited to business plans, financial data, operational details, and proprietary practices.

  • This confidentiality obligation extends to any information disclosed verbally, in writing, or electronically.

3. Non-Circumvention

  • The Recipient agrees not to circumvent or bypass the Disclosing Party in connection with any business opportunity that arises from the confidential information shared. Any attempt to directly compete with or replicate the Modriaty Resort project using the disclosed information is prohibited.

4. Confidentiality Obligations

  • The Recipient will take reasonable measures to protect the confidentiality of all disclosed information and agrees not to share or use this information for any purpose other than evaluating the investment opportunity.

  • The Recipient shall limit access to confidential information to individuals within their organisation who have a legitimate need to know for the evaluation process.

5. No License or Transfer of Rights

  • This Agreement does not transfer ownership of any intellectual property rights or licenses related to Modriaty Resort. All rights remain the sole property of the Disclosing Party.

6. Duration of Agreement

  • This Agreement will remain in effect for three (3) years from the date of signature, regardless of the outcome of the Recipient’s evaluation or any potential investment.

7. Remedies for Breach

  • In the event of a breach, the Disclosing Party is entitled to seek injunctive relief and/or damages. The Recipient agrees to indemnify the Disclosing Party against any loss resulting from unauthorised use or disclosure of confidential information.

8. Governing Law

  • This Agreement is governed by the laws of [Your Jurisdiction], and any disputes arising from this Agreement will be resolved in courts of competent jurisdiction in [Location].

9. Signatures

By signing below, both parties agree to be bound by the terms and conditions of this NCNDA.

Disclosing Party:
Signature: ____________________
Name:
Date: ____________________

Recipient:
Signature: ____________________
Name:
Date: ____________________