This is a nondisclosure agreement that is to be used in technology transactions. It concerns the use and confidentiality of "evaluation material" between the target company and a company seeking a transaction with that company.
A Florida Unilateral Nondisclosure Agreement for Use in Technology Transactions is a legal document that outlines the terms and conditions to protect proprietary information, trade secrets, and confidential business information involved in technology transactions in the state of Florida. This agreement is generally used when one party (the disclosing party) shares sensitive information with another party (the receiving party) with the understanding that the receiving party will keep the information confidential. The primary purpose of the Florida Unilateral Nondisclosure Agreement is to prevent the unauthorized disclosure or use of confidential technology-related information, such as proprietary software, algorithms, source codes, technical specifications, client lists, marketing strategies, or any other confidential information related to technology transactions. Some common provisions included in a Florida Unilateral Nondisclosure Agreement for Use in Technology Transactions are: 1. Definition of Confidential Information: This section clearly defines what constitutes confidential information, specifying the types of information that need protection. 2. Confidentiality Obligations: This section outlines the obligations of the receiving party to keep the disclosed information strictly confidential. It typically covers aspects like non-disclosure, non-use, and non-circumvention of the confidential information. 3. Permitted Disclosures: This section lists the exceptions where the receiving party is allowed to disclose the confidential information. These exceptions may include disclosure required by law, court orders, or government agencies. 4. Term and Termination: This section specifies the duration of the agreement and circumstances under which it may be terminated. The term can be for a specific period or continue indefinitely until the information becomes publicly available. 5. Remedies: This section covers the remedies available in case of a breach of the agreement. It may include injunctive relief, damages, or any other legal remedies enforceable under Florida law. Types of Florida Unilateral Nondisclosure Agreements for Use in Technology Transactions may vary based on specific requirements or parties involved. Some variations include: 1. Mutual Nondisclosure Agreement: This type of agreement is used when both parties disclose confidential information to each other and want reciprocal protection. 2. Employee Nondisclosure Agreement: This agreement is specifically designed to protect confidential information disclosed to employees who are involved in technology transactions. 3. Vendor/Supplier Nondisclosure Agreement: This variation is used when a technology supplier or vendor is disclosing confidential information to a third party for specific purposes related to technology transactions. It is important to note that the specific terms, provisions, and scope of a Florida Unilateral Nondisclosure Agreement may vary depending on the complexity and sensitivity of the technology involved, as well as the negotiations between the parties involved. Legal advice from an attorney experienced in technology transactions is typically recommended ensuring compliance with Florida law and the protection of confidential information.