MField MEA Non-Disclosure Agreement (NDA)

This Non-Disclosure Agreement (the "Agreement") is entered into as of [Date] (the "Effective Date") by and between:

MField MEA, with its principal place of business located at [Address], ("Disclosing Party") and

[Recipient's Name], with its principal place of business located at [Address], ("Receiving Party").

Collectively referred to as the "Parties."

1. Definition of Confidential Information

For purposes of this Agreement, "Confidential Information" includes all written, electronic, or oral information disclosed by the Disclosing Party to the Receiving Party that is designated as confidential or that, under the circumstances surrounding disclosure, ought to be treated as confidential. Confidential Information includes, but is not limited to:

• Business plans, strategies, and operations.
• Financial information and projections.
• Customer and supplier information.
• Technical data, research, and development.
• Trade secrets, know-how, and proprietary processes.
• Data collected through public questionnaires for studies.

2. Obligations of Receiving Party

• Use the Confidential Information solely for the purpose of [specific purpose or project].
• Restrict disclosure of Confidential Information to employees, contractors, or agents who need to know such information and who are bound by confidentiality obligations at least as restrictive as those in this Agreement.
• Protect the Confidential Information with the same degree of care as it uses to protect its own confidential and proprietary information, but in no event with less than reasonable care.
• Promptly notify the Disclosing Party of any unauthorized use or disclosure of Confidential Information.

3. Exclusions from Confidential Information

Confidential Information does not include information that:

• Is or becomes generally available to the public through no fault of the Receiving Party.
• Is in the possession of the Receiving Party without restriction in relation to disclosure before the date of receipt from the Disclosing Party.
• Is independently developed by the Receiving Party without the use of or reference to the Disclosing Party's Confidential Information.
• Is required to be disclosed by law, regulation, or court order, provided that the Receiving Party gives the Disclosing Party prompt notice of such requirement and assists in obtaining an order to protect the information from public disclosure.

4. Term and Termination

This Agreement shall commence on the Effective Date and continue until [end date or event], unless terminated earlier by either Party with [number] days' written notice.

Upon termination or expiration of this Agreement, the Receiving Party shall promptly return or destroy all Confidential Information and any copies thereof.

5. No License

Nothing in this Agreement is intended to grant any rights to the Receiving Party under any patent, copyright, or other intellectual property of the Disclosing Party, nor shall this Agreement grant the Receiving Party any rights in or to the Confidential Information, except as expressly set forth herein.

6. No Waiver

No failure or delay by the Disclosing Party in exercising any right, power, or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other or further exercise of any right, power, or privilege hereunder.

7. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of Morocco, without regard to its conflicts of law principles.

8. Miscellaneous

• This Agreement constitutes the entire agreement between the Parties regarding the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral, relating to such subject matter.
• This Agreement may not be amended or modified except in writing signed by both Parties.
• If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

9. Signatures