Confidentiality terms
Parties and purpose
The parties are Code Crafters and the client or prospective client identified in the signed agreement. Each party may disclose information to evaluate, plan, negotiate, or perform a potential or active digital-product engagement (the “Purpose”). Either party may be a Disclosing Party or a Receiving Party.
What counts as Confidential Information
“Confidential Information” means non-public information disclosed in writing, visually, verbally, electronically, or through access to systems that is marked confidential or that a reasonable person would understand to be confidential given its nature and the circumstances.
- Product ideas, roadmaps, designs, prototypes, source code, credentials, and technical architecture.
- Business plans, pricing, financial information, customer or supplier information, research, and internal processes.
- Files, links, briefs, datasets, and project communications shared before or during an engagement.
How information must be protected
The Receiving Party will use Confidential Information only for the Purpose, protect it with at least reasonable care, and limit access to personnel, contractors, and professional advisers who need it for the Purpose and are bound by confidentiality duties no less protective than these terms.
The Receiving Party will not disclose Confidential Information to any other person without prior written permission and will promptly notify the Disclosing Party of any known unauthorized access, use, or disclosure.
Information not covered
Confidentiality duties do not apply to information the Receiving Party can document: was lawfully known without restriction before disclosure; becomes public without breach of the agreement; is received lawfully from a third party without a duty of confidence; or is independently developed without using Confidential Information.
If disclosure is required by law or a valid government or court order, the Receiving Party may disclose only what is legally required and, where permitted, will give prompt written notice so protective measures may be sought.
Duration, return, and deletion
The signed NDA will state its effective date and confidentiality period. Our standard starting position is three years from each disclosure, while trade secrets remain protected for as long as they qualify as trade secrets under applicable law.
On written request or when discussions end, the Receiving Party will return or securely delete Confidential Information, except for copies retained by automatic backups or to meet legal and compliance duties. Any retained copy remains confidential.
Ownership and general terms
Confidential Information remains the property of the Disclosing Party. No intellectual-property license, transfer, promise to proceed, partnership, or agency relationship is created by disclosure or by the NDA. Information is provided without warranties except where the signed agreement says otherwise.
The signed copy will specify governing law, dispute terms, party details, any project-specific exceptions, and authorized signatures. If these website terms differ from a signed NDA, the signed NDA controls.
Send us your preferred form, or ask us to prepare our standard version for review.