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NON-DISCLOSURE AGREEMENT

NON-DISCLOSURE AGREEMENT

NON-DISCLOSURE AGREEMENT (NDA)

This Non-Disclosure Agreement (“Agreement”) is made and entered into as of the Effective Date by and between:

EcomBuddys (“Company”), a business entity providing eCommerce solutions, with its principal place of business in India, and the Recipient (“Recipient”), including but not limited to employees, contractors, partners, or third-party service providers.

 

  1. PURPOSE The Company and the Recipient wish to discuss and engage in business transactions related to eCommerce services, which may involve sharing confidential and proprietary information. This Agreement sets forth the obligations of the Recipient regarding the protection and non-disclosure of such information.

 

  1. DEFINITION OF CONFIDENTIAL INFORMATION Confidential Information includes, but is not limited to:
  • Business strategies, marketing plans, pricing models, and financial data.
  • Customer lists, vendor information, and sales data.
  • Platform access credentials, operational processes, and proprietary systems.
  • Any information designated as “Confidential” by the Company.

 

  1. OBLIGATIONS OF THE RECIPIENT The Recipient agrees to:
  • Maintain the confidentiality of all disclosed information.
  • Use the Confidential Information solely for business purposes with the Company.
  • Do not disclose, distribute, or reproduce the information without prior written consent from the Company.
  • Take reasonable steps to prevent unauthorized access to Confidential Information.

 

  1. BUSINESS ACCESS USAGE The Recipient acknowledges that any access to business platforms (Amazon, Flipkart, Shopify, WooCommerce, etc.), accounts, or sensitive data is strictly for authorized activities related to the Company’s services. Any misuse, unauthorized changes, or breaches will result in immediate termination of access and potential legal action.

 

  1. LOSS OF BUSINESS OR DAMAGES The Recipient acknowledges that:
  • Any unauthorized disclosure or misuse of Confidential Information may cause the Company significant financial and reputational harm.
  • If the Recipient’s actions lead to business losses, financial penalties, or account suspensions, the Recipient may be held liable for damages, including legal fees.
  • Any direct or indirect solicitation of Company clients by the Recipient without prior written consent shall be considered a breach of this Agreement.

 

  1. EXCLUSIONS FROM CONFIDENTIALITY Confidential Information does not include:
  • Information that becomes publicly available without breach of this Agreement.
  • Information lawfully obtained from a third party without confidentiality obligations.
  • Information independently developed by the Recipient without reference to the Company’s Confidential Information.

 

  1. TERM & TERMINATION
  • This Agreement is effective from the Effective Date and will remain in force indefinitely unless terminated in writing by both parties.
  • The Recipient’s obligation to maintain confidentiality will survive termination of this Agreement.

 

  1. RETURN OR DESTRUCTION OF INFORMATION Upon termination or at the Company’s request, the Recipient must return or destroy all Confidential Information, including electronic copies.

 

  1. GOVERNING LAW & DISPUTE RESOLUTION This Agreement shall be governed by the laws of India. Any disputes arising from this Agreement shall be resolved through arbitration or in the courts of India.

 

  1. MISCELLANEOUS
  • This Agreement does not grant the Recipient any rights, licenses, or ownership of the Confidential Information.
  • No waiver or modification of this Agreement shall be valid unless in writing and signed by both parties.
  • If any provision of this Agreement is found invalid, the remaining provisions shall remain in full force and effect.

IN WITNESS WHEREOF, the parties to this Agreement have executed it as of the Effective Date.