AI NDA Generator

MUTUAL NON-DISCLOSURE AGREEMENT

This Mutual Non-Disclosure Agreement ("Agreement") is entered into as of April 5, 2026, between Acme Corp, a Delaware corporation with its principal place of business at 100 Technology Drive, San Francisco, CA 94105 ("Disclosing Party"), and Beta Technologies Inc., a California corporation with its principal place of business at 200 Innovation Avenue, Austin, TX 78701 ("Receiving Party").

RECITALS

WHEREAS, the parties desire to explore a potential business partnership (the "Permitted Purpose"); and
WHEREAS, in connection with the Permitted Purpose, each party may disclose to the other certain confidential and proprietary information;

NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties hereby agree as follows:

1. DEFINITION OF CONFIDENTIAL INFORMATION

1.1 "Confidential Information" means any and all information or data that has or could have commercial value in the business in which the Disclosing Party is engaged. If Confidential Information is in written form, the Disclosing Party shall label the materials "Confidential." If transmitted orally, the Disclosing Party shall promptly provide written confirmation that such communication constituted Confidential Information.

1.2 Confidential Information includes, without limitation: trade secrets, technical data, research and development information, product plans, business strategies, financial data, customer lists, supplier information, software code, and algorithms.

2. OBLIGATIONS OF RECEIVING PARTY

2.1 The Receiving Party agrees to: (a) hold the Confidential Information in strict confidence; (b) not disclose the Confidential Information to third parties without prior written consent; (c) use the Confidential Information solely for the Permitted Purpose; (d) protect the information with at least the same degree of care used to protect its own confidential information.

2.2 Disclosure is permitted only to employees, contractors, or agents with a need to know, provided they are bound by confidentiality obligations at least as protective as those herein.

3. EXCLUSIONS

The obligations herein do not apply to information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was rightfully known prior to disclosure; (c) is rightfully obtained from a third party without restriction; (d) is independently developed without use of the Confidential Information; or (e) is required by law or court order, with prompt written notice to the Disclosing Party.

4. TERM AND TERMINATION

4.1 This Agreement shall commence on the date above and continue for two (2) years, unless earlier terminated by either party upon thirty (30) days' written notice.

4.2 Upon termination, the Receiving Party shall promptly return or destroy all Confidential Information and certify such destruction in writing.

5. REMEDIES

The parties acknowledge that breach may cause irreparable harm. Accordingly, the Disclosing Party is entitled to seek injunctive relief and specific performance in addition to all other remedies.

6. GENERAL PROVISIONS

6.1 Entire Agreement. This Agreement constitutes the entire agreement regarding the subject matter hereof and supersedes all prior agreements and discussions.

6.2 Governing Law. This Agreement shall be governed by the laws of the State of California.

6.3 Amendments. Any modification must be in writing and signed by both parties.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

ACME CORP                                    BETA TECHNOLOGIES INC.

By: ___________________________              By: ___________________________
Name: _________________________              Name: _________________________
Title: __________________________             Title: __________________________
Date: __________________________              Date: __________________________