1. Overview
Confidentiality is fundamental to how we work. Clients share sensitive business information with us — proprietary data, product plans, financial information, and strategic decisions. We treat that information with the same care we would want for our own.
This document outlines our standard approach to NDAs and confidentiality obligations.
2. Standard NDA
We sign NDAs at the start of every significant engagement. If you require a specific NDA form, send it to us before we begin work. We will review and execute promptly.
Our standard NDA covers: - Definition of confidential information - Exclusions from confidentiality - Obligations of receiving party - Duration of confidentiality obligations - Return or destruction of materials upon termination
3. Definition of Confidential Information
Confidential Information includes all non-public information disclosed by either party during the engagement, including but not limited to:
- Business plans, strategies, and roadmaps
- Financial data and projections
- Customer and vendor information
- Technical specifications and architecture
- Proprietary algorithms and methodologies
- Trade secrets
- Any information marked "Confidential"
4. Exclusions
Confidential Information does NOT include information that:
- Is or becomes publicly available without breach of this agreement
- Was already known to the receiving party before disclosure
- Is independently developed without use of confidential information
- Is received from a third party without breach of confidentiality obligations
- Is required to be disclosed by law or court order (with prompt notice to the disclosing party)
5. Obligations
Both parties agree to:
- Keep confidential information strictly confidential
- Use confidential information only for the purpose of the engagement
- Not disclose confidential information to any third party without prior written consent
- Protect confidential information with at least the same degree of care as for their own confidential information (no less than reasonable care)
- Limit access to employees and contractors with a need to know, who are themselves bound by confidentiality obligations
6. Duration
Confidentiality obligations survive for a period of 3 years from the date of disclosure, unless a longer period is specified in a project-specific NDA.
7. Return of Materials
Upon termination of the engagement or upon request, the receiving party will:
- Return or destroy all confidential information
- Certify in writing that such return or destruction has been completed
- Retain one archival copy for legal compliance purposes only
8. No License
Disclosure of confidential information does not grant any license or rights to patents, copyrights, trademarks, or other intellectual property of the disclosing party.
9. Residual Knowledge
Technical knowledge, skills, and experience retained in the unaided memory of personnel who have had access to confidential information is not subject to confidentiality restrictions, provided it:
- Was not intentionally memorized for the purpose of retention
- Is documented in unaided memory naturally
10. Contact
For NDA-related questions: signal@metafloor.in