Non-Disclosure Agreement

Parties

This Non-Disclosure Agreement ("Agreement") is made and entered into by and between ABCXchaneg, a London corporation with its principal place of business at Venture Capital Firm ("Disclosing Party"), with its principal place of at an email address.

Purpose

The parties intend to discuss and explore potential business opportunities, including but not limited to [describe the nature of the discussions, such as "collaboration on a new project" or "exchange of proprietary information"], during which the Disclosing Party may disclose confidential information to the Recipient.

Definition of Confidential Information

For the purposes of this Agreement, "Confidential Information" shall mean any and all information disclosed by the Disclosing Party to the Recipient, whether in writing, orally, or by inspection of tangible objects, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information may include, but is not limited to, proprietary business information, trade secrets, technical data, customer lists, financial information, and any other information relating to the business affairs of the Disclosing Party.

Confidentiality Obligations

The Recipient agrees to hold all Confidential Information in strict confidence and not to disclose, reveal, or make use of such Confidential Information for any purpose other than as expressly permitted by this Agreement. The Recipient shall take all reasonable precautions to prevent the unauthorized disclosure or use of the Confidential Information, including, but not limited to, implementing appropriate security measures and restricting access to the Confidential Information to those employees, contractors, or agents who have a legitimate need to know such information for the purposes of this Agreement.

Exceptions

The obligations of confidentiality set forth in this Agreement shall not apply to any information that (a) is or becomes publicly known through no fault of the Recipient; (b) was rightfully known or becomes known to the Recipient from a source other than the Disclosing Party without breach of any confidentiality obligation; (c) is independently developed by the Recipient without reference to or use of the Confidential Information; or (d) is required to be disclosed by law, regulation, court order, or government agency.

Transparency of Process

Both parties agree to maintain transparency in their processes and dealings related to the purpose outlined in this Agreement. This includes but is not limited to providing regular updates, progress reports, and open communication channels to ensure mutual understanding and cooperation.

Term and Termination

This Agreement shall be effective as of the date of its execution by both parties and shall continue in full force and effect until [specify end date or event]. Either party may terminate this Agreement upon written notice to the other party if the other party breaches any material term of this Agreement.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of [Your Company's Jurisdiction] without regard to its conflicts of laws principles.

Entire Agreement

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

Execution

This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.