Confidentiality & NDA

Mutual Non-Disclosure & Non-Circumvention Agreement

This mutual agreement governs confidential exchanges for capital introduction, investment matching, and related advisory discussions between founders, investors, and affiliated parties.

Both parties agree to protect shared non-public information, use it only for the defined transaction purpose, and avoid bypassing introduced contacts in connection with potential financing or advisory outcomes.

Last Updated: August 20, 2026

Agreement Summary

Mutual agreement
This is a mutual confidentiality and non-circumvention agreement binding both disclosing and receiving parties.
Purpose limitation
Information may be used only to evaluate, structure, and discuss potential capital introductions, investment matching, and related advisory transactions.
Confidential information
Covers non-public business, financial, technical, commercial, investor, transaction, and other proprietary materials shared under the agreement.
Representatives (need-to-know)
Disclosure to representatives is limited to those with a need to know for the stated purpose and who are bound by confidentiality obligations no less protective than this agreement.
Restricted use & standard of care
Receiving parties must protect confidential information with reasonable care and prevent unauthorized use, copying, or disclosure outside the permitted purpose.
Compelled disclosure
If disclosure is legally required, the receiving party should provide prompt notice when permitted and limit disclosure to what is required by law or order.
Introduced contacts
Contacts introduced under the agreement are treated as protected introductions for transaction-related engagement during the restricted period.
Transaction definition
Transaction scope includes contemplated capital raising, investment, financing, advisory, and related cross-border deal discussions defined by the parties.
Non-circumvention period
Unless changed by written agreement, non-circumvention applies for two (2) years from the date of first introduction.
No implied compensation
No fee, commission, or compensation is implied by this form; compensation obligations require a separate written agreement executed by the relevant parties.
Carve-outs / exclusions
Excludes information that is publicly available, lawfully known before disclosure, independently developed without use of confidential material, or lawfully received from a third party without confidentiality breach.
Pre-existing relationship exception
A party claiming a prior direct relationship with an introduced contact must provide documentary evidence within five (5) business days of notice to rely on that exception.
Term and survival
The form includes placeholders for effective date and term length, and confidentiality and related obligations survive as stated in the executed agreement.
Governing law & general provisions
Includes State of [Texas] governing law placeholder, entire agreement language, written amendments only, no partnership or agency, assignment restriction, severability, notice mechanics, and counterpart execution terms.

The agreement form includes blanks and placeholders for effective date, counterparty details, term length, and governing law; final execution details are completed at signature.

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