NDA Template

This Mutual Non-Disclosure Agreement ("Agreement") is entered into as of [Date] between:

Party A: Knoova ImEx UG, Schönhauser Allee 48, 10437 Berlin, Germany ("Knoova"); and

Party B: [Company name, registered address] ("Disclosing Party").

Each party may act as both disclosing and receiving party under this Agreement.

The parties wish to explore a potential business relationship relating to the supply of injection moulds, hot-runner systems and associated tooling engineering services ("Purpose"). In connection with the Purpose, each party may disclose Confidential Information to the other.

"Confidential Information" means any non-public technical, commercial or financial information disclosed by one party to the other in connection with the Purpose, including but not limited to: CAD/CAM files, mould designs, material specifications, pricing, customer lists, manufacturing processes, and know-how, whether disclosed in writing, orally, electronically or by any other means.

Confidential Information does not include information that: (a) is or becomes publicly available through no breach of this Agreement; (b) was already known to the receiving party at the time of disclosure; (c) is independently developed by the receiving party without use of or reference to the Confidential Information; or (d) is required to be disclosed by law or court order, provided the receiving party gives prompt written notice to the disclosing party.

Each receiving party agrees to:

1. hold the Confidential Information in strict confidence;
2. use the Confidential Information solely for the Purpose and for no other purpose;
3. disclose the Confidential Information only to its employees, contractors or advisors who have a need to know and who are bound by confidentiality obligations no less restrictive than those set forth herein;
4. promptly notify the disclosing party upon becoming aware of any unauthorised disclosure or use of the Confidential Information.

This Agreement shall remain in force for [e.g. three (3) years] from the date of execution. Obligations with respect to Confidential Information disclosed during the term shall survive expiry or termination for a further period of two (2) years.

Upon written request by the disclosing party, the receiving party shall promptly return or destroy (and certify destruction of) all Confidential Information and any copies thereof, except to the extent required to be retained by law.

Nothing in this Agreement grants either party any right, title or interest in or to the other party's Confidential Information, intellectual property or any other proprietary rights.

This Agreement shall be governed by and construed in accordance with the laws of the Federal Republic of Germany, excluding its conflict of law principles. The courts of Berlin shall have exclusive jurisdiction over any dispute arising out of or relating to this Agreement.

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior discussions and understandings. Any amendment must be in writing and signed by both parties.

Party A — Knoova ImEx UG

Signature

Name (printed)

Title / Position

Date

Party B — ______________

Signature

Name (printed)

Title / Position

Date