Lena Lumumba

NON-DISCLOSURE AGREEMENT THIS NON-DISCOURSE AGREEMENT (“the agreement”) dated this 11 th August 2025. BETWEEN: [Employer’s Name/Company], a [State/Country] company with its principal office at [Address] (“Employer” or “Disclosing Party”), -AND[Employee’s Full Name], residing at [Address] (“Employee” or “Receiving Party”). PURPOSE: The Employer agrees to employ the Employee, and in connection with such employment, the Employee may receive or develop certain confidential and proprietary information. This Agreement sets forth the Employee’s obligations to protect such information during and after employment. CONFIDENTIAL INFORMATION: 1. Confidential Information” means any non-public information relating to the Employer’s business, including but not limited to: a. Client and vendor lists, contracts, and communications; b. Technical information, trade secrets, software, processes, and systems; c. Personnel information and internal policies; d. Any other information that, by its nature, would reasonably be considered confidential. 2. Confidential Information does not include information that: a. becomes public through no fault of the Employee; b. was lawfully known to the Employee before disclosure; c. is independently developed by the Employee without use of Employer’s information; or d. is obtained lawfully from a third party without restriction. OBLIGATIONS OF NON-DISCLOSURE: 3. The Employee agrees to: a. Use Confidential Information only in the course of employment for the Employer’s benefit; b. Not disclose Confidential Information to any third party without the Employer’s prior written consent; c. Take reasonable steps to safeguard the Confidential Information. 4. The Employee further agrees not to use Confidential Information to compete with, solicit clients from, or otherwise harm the Employer, during or after employment. Drafted by Lena Lumumba – Advocate of the High Court of Kenya and Contract Specialist TERM & SURVIVAL: This Agreement shall remain in effect during the Employee’s term of employment and for a period of three (3) years after employment ends, except with respect to trade secrets, which shall remain protected indefinitely. RETURN OF MATERIALS: Upon termination of employment, the Employee shall promptly return all Employer property, including documents, devices, files, and records containing Confidential Information, and certify that no copies have been retained. REMEDIES: Upon termination of employment, the Employee shall promptly return all Employer property, including documents, devices, files, and records containing Confidential Information, and certify that no copies have been retained. GOVERNING LAW: This Agreement will be construed in accordance with and governed by the laws of the State of California. GENERAL PROVISIONS: 5. This Agreement constitutes the entire agreement between the parties on the subject matter. 6. Any amendment must be in writing signed by both parties. 7. Neither party may assign this Agreement without prior written consent. 8. If any provision is found unenforceable, the remainder shall remain in full force. 9. Time is of the essence in this Agreement. ENTIRE AGREEMENT: This Agreement constitutes the entire understanding between the parties regarding confidentiality during employment. It may only be amended in writing, signed by both parties. IN WITNESS WHEREOF the Disclosing Party and the Receiving Party have duly affixed their signatures under hand and seal on this 21st day of August. WITNESS: ______________________ ………………… ____________________________ WITNESS: ______________________ ……………………… Drafted by Lena Lumumba – Advocate of the High Court of Kenya and Contract Specialist