Listing a confidentiality provision in your MOU explains that you intend to keep confidential information during the working relationship. You may also use a non-disclosure agreement, which is more legally binding than a memorandum of understanding.
Parties agree that they each use confidential, sensitive information to achieve their individual business goals. Due to the nature of the Parties' businesses and intent to establish a working relationship together, confidential information may be shared between the Parties.
The Parties agree to keep all confidential information and trade secrets in the strictest of confidence during the working relationship. Parties may not share any disclosed confidential information with unauthorized third parties. Parties may, at their discretion, enter into a Non-Disclosure Agreement to ensure sensitive information and trade secrets are kept confidential.
The Recipient agrees to only publicly reveal confidential information to its employees who meet the following criteria: i) have a reasonable need to know the confidential information for the purposes of the contract particulars; ii) have been made aware of the classified information's confidentiality and the provisions of the settlement act; and iii) have been briefed of and consent to be bound by commitments that are equivalent to those within the contract particulars.
All Private Information, including all monopoly, copyright, proprietary information, registered trademark, and other intellectual property law therein, shall remain the sole domain of each Entity. The Parties acknowledge that no license or right to use any intellectual property is granted or implied by this Agreement to the Recipient.
Any transfers and duplicates of the classified material must be limited and under the user's supervision. At the plea of the other Party or, at the latest, upon termination of this Agreement, the Recipient shall return all documentation or versions of the Confidential Information. This is not applicable to confidential data or copies thereof that the Recipient is required by law to keep on file, provided that the Recipient is under an ongoing obligation to maintain the confidentiality of such private information or copies thereof.
Rights to intellectual property: The Respondent agrees that the ownership of any rights of intellectual property is unaffected by anything in this MOU and any respective NDAs.