Mutual Confidentiality Agreement
Please review the full agreement below, then confirm and sign. A copy of your acceptance is recorded with your request.
Mutual — both parties bound equally
2-year term from acceptance
Evaluation-only use of shared information
Arizona law — Maricopa County jurisdiction
Summary for convenience only — the complete agreement below controls.
Mutual Confidentiality Agreement
Template v2026-07-26 — subject to final legal review.
This Mutual Confidentiality Agreement (this "Agreement") is entered into as of the Effective Date (the date of electronic acceptance below) by and between Doctrine Data Center Development Company , an Arizona-based company ("DDCD"), and the individual or entity identified in the accompanying request form (the "Recipient"). DDCD and Recipient are each a "Party" and together the "Parties."
1. Purpose. The Parties wish to exchange certain confidential information in connection with the Recipient's evaluation of DDCD's modular data center inventory and related infrastructure services (the "Purpose").
2. Confidential Information. "Confidential Information" means all non-public information disclosed by either Party to the other, in any form, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure — including, without limitation, technical specifications, drawings, photographs, equipment documentation, pricing, commercial terms, business plans, and the existence and status of discussions between the Parties.
3. Exclusions. Confidential Information does not include information that: (a) is or becomes publicly available through no breach of this Agreement; (b) was rightfully known to the receiving Party before disclosure; (c) is rightfully received from a third party without duty of confidentiality; or (d) is independently developed without use of the disclosing Party's Confidential Information.
4. Non-Use and Non-Disclosure. Each Party shall: (a) use the other Party's Confidential Information solely for the Purpose; (b) not disclose it to any third party except to its employees, advisors, and representatives who have a need to know for the Purpose and who are bound by confidentiality obligations at least as protective as this Agreement; and (c) protect it with at least the same degree of care it uses for its own confidential information, and no less than reasonable care.
5. Compelled Disclosure. A Party may disclose Confidential Information to the extent required by law, regulation, or court order, provided it gives the other Party prompt written notice (where legally permitted) and reasonable cooperation to seek protective treatment.
6. Term. This Agreement is effective as of the Effective Date and the confidentiality obligations herein continue for a period of two (2) years from the Effective Date.
7. No License. No license or other right, express or implied, under any intellectual property is granted by this Agreement or by any disclosure of Confidential Information.
8. Return or Destruction. Upon the disclosing Party's written request, the receiving Party shall promptly return or destroy all Confidential Information and copies thereof, except one archival copy retained solely for compliance purposes and copies in routine backup systems, all of which remain subject to this Agreement.
9. No Obligation to Transact. Nothing in this Agreement obligates either Party to proceed with any transaction, and each Party reserves the right to terminate discussions at any time. Any transaction, if pursued, will be subject to separate definitive written agreements.
10. No Warranty. All Confidential Information is provided "AS IS." Neither Party makes any warranty regarding its accuracy or completeness.
11. Remedies. The Parties acknowledge that unauthorized use or disclosure of Confidential Information may cause irreparable harm for which monetary damages may be inadequate, and that the disclosing Party is entitled to seek injunctive relief in addition to other remedies available at law or in equity.
12. Governing Law. This Agreement is governed by the laws of the State of Arizona , without regard to conflict-of-laws principles. The Parties consent to the exclusive jurisdiction of the state and federal courts located in Maricopa County, Arizona.
13. Entire Agreement; Electronic Acceptance. This Agreement is the entire agreement between the Parties regarding its subject matter and supersedes all prior discussions of confidentiality. The Recipient's electronic acceptance below — checkbox confirmation plus typed-name signature — constitutes a valid and binding execution of this Agreement.
I have read and agree to the Mutual Confidentiality Agreement above, and I am authorized to accept it on behalf of the company/organization named in this form.