EVENT (PARTY) NON-DISCLOSURE AGREEMENT

1. THE PARTIES. [NAME] (the “Host”) invites [NAME] (the “Guest”) to attend [EVENT] (the “Event”), which is planned to take place at [LOCATION], starting on [DATE] and ending on [DATE]. The purpose of the Event is to [PURPOSE] (the “Purpose”). This Nondisclosure Agreement (“Agreement”) is made by and among the Guest and all other guests (collectively known as the “Parties”) who have signed a counterpart copy of this Agreement.

2. CONFIDENTIALITY. “Confidential Information” shall include, but not be limited to, other guests’ respective information disclosed during the Event to the Guest as confidential or proprietary. The Guest shall treat all Confidential Information of the other guest(s) (each a “Discloser”) with the same degree of care as the Guest accords to its own confidential information, but in no case less than reasonable care. The Guest shall not disclose Confidential Information of the Discloser to any person or entity other than the Guest’s (a) officers, (b) employees, and (c) consultants who are given access to such Confidential Information. Notwithstanding the foregoing, in no event is information Confidential Information if it (a) was in the Guest’s possession before receipt from the Discloser; (b) is or becomes a matter of public knowledge through no fault of the Guest; (c) is received by the Guest, without restriction as to further disclosure, from a third party having an apparent bona fide right to disclose the information to the Guest; or (d) is developed by the Guest without use of the Discloser’s Confidential Information. Disclosure by the Discloser of its Confidential Information does not constitute a grant to the Guest of any right or license to the Discloser’s Confidential Information, except as set forth herein.

3. OBLIGATIONS. The Guest shall exert reasonable efforts to maintain the Discloser’s Confidential Information in confidence, except that the Guest may disclose or permit disclosure of any of the Discloser’s Confidential Information to its directors, officers, employees, consultants, and advisors who are on a “need to know” basis and who have been advised of and have agreed to maintain the confidential nature of the Confidential Information. The Guest shall be deemed to have discharged its obligations hereunder provided it has exercised the foregoing degree of care and provided further that it shall immediately, upon discovery of any disclosure not authorized hereunder, notify the Discloser and take reasonable steps to prevent any further unauthorized disclosure or unauthorized use.

4. ORDERS. Nothing in this Agreement shall be construed to prevent the Guest from disclosing Confidential Information pursuant to an order of a court or other governmental authority of competent jurisdiction, as long as the Guest promptly notifies the Discloser of its obligation to disclose and reasonably cooperates with the Discloser in efforts to contest or limit the scope of such order or subpoena.

5. NO WARRANTY. All Confidential Information is provided “as is.” Neither Party makes any warranties, expressed or implied, regarding its Confidential Information’s accuracy, completeness, suitability, or performance.

6. OWNERSHIP. All Confidential Information and any derivatives thereof remain the property of the Discloser and no license or other rights to Confidential Information is granted or implied hereby.

7. OWN RISK. Notwithstanding the provisions of this Agreement, the Guest agrees that participation in any activities at the Event is solely at the Guest’s own risk.

8. NO LICENSES. No licenses are granted by the Guest to any other party to any of the Guest’s intellectual property, and no licenses are granted by any other party to the Guest for such other party’s intellectual property, as a result of their signing this Agreement and/or their participation in the Event, by implication, estoppel, or otherwise. Intellectual property shall include, without limitation, trademarks, copyrights, patents, mask works, and trade secrets.

9. TERMINATION. This Agreement shall terminate upon [DATE]. The Guest’s obligation not to use or disclose Confidential Information of the Discloser will terminate [PERIOD] after termination of this Agreement.

Guest’s Signature __________________________ Date _________________
Print Name __________________________