Mutual Non-Disclosure Agreement
Short form · For quick submissions and preliminary conversations
This Short-Form Mutual Non-Disclosure Agreement (this "Agreement") is between VoxPop LLC ("VoxPop") and the counterparty named below ("Counterparty"), effective on the last signature date, in connection with the submission, evaluation, or discussion of one or more film projects on or through the VoxPop platform (the "Purpose").
1. Confidential Information. Non-public information one Party discloses to the other that is marked confidential or would reasonably be understood as confidential, including scripts, trailers, business plans, platform information, financial and user data, and project and rights information. It excludes information that is public through no fault of the recipient, already rightfully known, rightfully received from a third party, or independently developed without use of the disclosing Party's information.
2. Use and Non-Disclosure. Each Party will use the other's Confidential Information only for the Purpose, will not disclose it except to its own personnel and advisors who need to know and are bound by comparable confidentiality obligations, and will protect it with at least reasonable care.
3. No Rights; No Obligation. No license or ownership is granted except the limited right to use the information for the Purpose. This Agreement does not obligate either Party to enter into any transaction. VoxPop evaluates many projects and may independently develop similar concepts, provided it does not use the Counterparty's Confidential Information in breach of this Agreement. This Agreement supports, and does not replace, VoxPop's Script Submission Acknowledgment Agreement.
4. Term. Confidentiality obligations apply to information disclosed while this Agreement is in effect and survive for three (3) years after disclosure, and indefinitely for trade secrets. On request, each Party will return or destroy the other's Confidential Information, subject to routine backups and legal retention.
5. Remedies. A breach may cause irreparable harm, and the non-breaching Party may seek injunctive relief in addition to other remedies.
6. Governing Law. New York law governs. The Parties consent to exclusive jurisdiction and venue in the state and federal courts in New York County, New York, except for injunctive relief sought elsewhere to prevent immediate and irreparable harm. This Agreement may be signed electronically and in counterparts and is the entire agreement on its subject.
FOR VOXPOP LLC:
Signature: ______________________________ Printed Name: ___________________________
Title: __________________________ Date: ___________________
COUNTERPARTY:
Signature: ______________________________ Printed Name: ___________________________
Entity (if any): __________________ Title: __________________ Date: ___________________