Hypotech Non-Disclosure Agreement (NDA)

This Non-Disclosure Agreement is made between Hypotech Software Solutions (Private) Ltd (“[PARTY A]”) and You (“[PARTY B]”) at “Hypotech, Suite# 503, 5th Floor, Rahim Complex, Main Market, Gulberg-II, Lahore, Pakistan.”

The parties agree to exchange Confidential Information for the purpose of selling, research, and/or using Hypotech Software (the “Purpose”) in accordance with this agreement.

“Confidential Information” means all material—code or non-public business information, written or oral—whether marked or not, disclosed or made available to the receiving party by any means.

The restrictions of this agreement do not apply to information that, without breach:
  • Was known to the receiving party beforehand
  • Becomes publicly known through no fault of the receiving party

Obligation: The receiving party will hold all Confidential Information in strict confidence.

Use: Only for the Purpose and in accordance with this agreement.

Standard of Care: Reasonable measures to prevent loss or unauthorized disclosure.

Notice of Disclosure: Prompt written notice if any unauthorized disclosure is discovered.

The receiving party may disclose Confidential Information:
  1. With prior written consent of the disclosing party.
  2. To officers, employees, affiliates or reps who:
    • Need to know in furtherance of the Purpose,
    • Have been informed of these confidentiality obligations, and
    • Agree to be bound by this agreement.

  • Trade Secrets: Until no longer trade secrets.
  • Other Info: 2 years from the Effective Date.

Each party retains all rights to:
  1. The Confidential Information it discloses.
  2. Any derivatives, Intellectual Property or materials arising therefrom.

  • Entire Agreement: Supersedes prior communications.
  • Counterparts: May be executed in multiple originals.
  • Amendment: Only by written, signed document.

Method: Written by personal delivery, next-day courier, or certified mail.

Effective on: Actual receipt or the fifth business day after mailing.

Neither party may assign this agreement or its rights/obligations without the other’s written consent.

Governed by the laws of the Islamic Republic of Pakistan, without regard to conflict of laws.

Waiver: Failure to enforce is not a waiver.

Severability: Invalid provisions do not affect remainder.