Confidentiality Agreement

1) Parties

This Confidentiality Agreement (“Agreement”) is between Counterstrike Risk Consulting Group (“Disclosing/Receiving Party”, as applicable) and [Client Legal Name] (“Receiving/Disclosing Party”, as applicable). Each may be referred to as a “Party” and collectively as the “Parties.”

2) Purpose

The Parties wish to explore or perform professional services related to security consulting, risk assessments, training, digital products, and related engagements (“Purpose”). In connection with the Purpose, a Party may disclose Confidential Information to the other.

3) Confidential Information

“Confidential Information” means any non-public information disclosed by a Party, whether oral, written, visual, electronic, or in any other form, including technical, operational, financial, commercial, strategic, security, or personal data, as well as documents, reports, photos, videos, diagrams, drawings, floor plans, SOPs, and software/app artifacts.

4) Exclusions

Confidential Information does not include information that (a) is or becomes public through no fault of the Receiving Party; (b) was lawfully known to the Receiving Party before disclosure; (c) is independently developed without use of the Disclosing Party’s information; or (d) is rightfully received from a third party without confidentiality obligations.

5) Obligations of the Receiving Party

The Receiving Party will (i) use the Confidential Information solely for the Purpose; (ii) protect it using at least reasonable safeguards; (iii) restrict access to personnel, contractors, or advisors with a need-to-know who are bound by confidentiality duties no less protective than this Agreement; and (iv) promptly notify the Disclosing Party of any loss or unauthorized use or disclosure.

6) Permitted Disclosures

If legally required to disclose Confidential Information, the Receiving Party may do so after giving prompt written notice (to the extent legally permitted) so the Disclosing Party may seek protective measures. Only the minimum legally required information will be disclosed.

7) Term; Return/Destruction

This Agreement begins on [Effective Date] and continues for 3 years from the last disclosure, unless superseded by a later written agreement. Upon written request, the Receiving Party will promptly return or securely destroy Confidential Information, except for one archival copy kept solely to monitor obligations or as required by law.

8) No License; Ownership

All Confidential Information remains the property of the Disclosing Party. No license or other rights are granted by this Agreement, whether by implication, estoppel, or otherwise.

9) Remedies

The Parties acknowledge that unauthorized disclosure or use may cause irreparable harm. In addition to any other remedies, the Disclosing Party is entitled to seek injunctive relief without the need to post a bond.

10) Governing Law & Venue

This Agreement is governed by the laws of [Jurisdiction—e.g., Honduras]. The Parties consent to the exclusive jurisdiction and venue of the courts located in [City/Department], except where local law requires otherwise.

11) Entire Agreement; Signatures

This Agreement constitutes the entire understanding on confidentiality for the Purpose and may be amended only in a signed writing. Counterparts and electronic signatures are valid and binding.