1. Purpose

The purpose of this Agreement is to protect the confidential information disclosed by the Disclosing Party to the Receiving Party for the purpose of the Trading Bot.

2. Definition of Confidential Information

For the purposes of this Agreement, "Confidential Information" includes all information disclosed by the Disclosing Party to the Receiving Party, whether in written, oral, electronic, or any other form, that is designated as confidential or that should reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information does not include information that:

  • Was known to the Receiving Party before disclosure by the Disclosing Party;

  • Is or becomes publicly available through no fault of the Receiving Party;

  • Is received from a third party without breach of any confidentiality obligation;

  • Is independently developed by the Receiving Party without use of or reference to the Confidential Information.

3. Obligations of the Receiving Party

The Receiving Party agrees to:

  • Use the Confidential Information solely for the Purpose.

  • Maintain the confidentiality of the Confidential Information with the same degree of care that it uses to protect its own confidential information, but in no event with less than reasonable care.

  • Not disclose the Confidential Information to any third party without the prior written consent of the Disclosing Party, except to employees or agents who have a need to know and who are bound by confidentiality obligations at least as restrictive as those in this Agreement.

4. Term

This Agreement will commence on the Effective Date and will continue in effect forever. The confidentiality obligations of the Receiving Party with respect to Confidential Information disclosed during the term will survive the termination or expiration of this Agreement for a period of [insert duration, e.g., three years].

5. Return of Materials

Upon termination or expiration of this Agreement, or upon the Disclosing Party's request, the Receiving Party agrees to promptly return or destroy all materials containing Confidential Information and certify in writing that it has done so.

6. No License

Nothing in this Agreement grants the Receiving Party any rights in or to the Confidential Information except as expressly set forth herein. No license or rights under any patent, trademark, or copyright are implied or granted by this Agreement.

7. Governing Law

This Agreement will be governed by and construed in accordance with the laws of Florida, without regard to its conflict of laws principles.

8. Miscellaneous

  • Entire Agreement: This Agreement constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral, relating to such subject matter.

  • Amendments: Any amendments or modifications to this Agreement must be made in writing and signed by both parties.

  • Severability: If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions will continue in full force and effect.

  • No Waiver: The failure to enforce any provision of this Agreement will not be deemed a waiver of future enforcement of that or any other provision.

NDA