Standard NDA Template

Mutual Non-Disclosure Agreement

Version 1.0 · Generated 10 June 2026 · RFQ VINT-EXAMPLE-1234

BETWEEN

Disclosing Party: The buyer associated with RFQ VINT-EXAMPLE-1234 (identity to be revealed on approval of this NDA)
(hereinafter referred to as the "Buyer")

Receiving Party: The Supplier whose authorised representative signs this Agreement electronically below (hereinafter referred to as the "Supplier").

BACKGROUND

The Buyer has issued a Request for Quotation ("RFQ") on the V Intellect platform (vintellect.co.za). In connection with the RFQ, the Buyer may share with the Supplier certain technical drawings, specifications, designs, pricing, business processes and other confidential information (collectively, the "Confidential Information") for the sole purpose of allowing the Supplier to evaluate and prepare a quotation.

1. Definition of Confidential Information

1.1 "Confidential Information" means any information, document, drawing, specification, design, calculation, sample, software, pricing, business plan, or trade secret, in any form (electronic, printed, oral or otherwise), disclosed by the Buyer to the Supplier in connection with this RFQ, whether or not marked or designated as confidential.

1.2 Confidential Information does not include information that: (a) is in the public domain other than through breach of this Agreement; (b) was rightfully known to the Supplier without obligation of confidence before disclosure; (c) is independently developed by the Supplier without use of or reference to the Confidential Information; or (d) is required to be disclosed by law, regulation or court order, provided that the Supplier gives the Buyer prompt notice and cooperates in seeking a protective order where lawful.

2. Permitted Use

2.1 The Supplier shall use the Confidential Information solely for the purpose of preparing and submitting a quotation in response to the RFQ ("Purpose") and for no other purpose whatsoever.

2.2 The Supplier shall not, without the Buyer's prior written consent, use the Confidential Information for the Supplier's own commercial benefit, disclose it to any third party, reverse-engineer any sample provided, or apply it to any product, service or process outside the Purpose.

3. Standard of Care

The Supplier shall protect the Confidential Information with at least the same degree of care it uses to protect its own confidential information of a similar nature, and in any case no less than a reasonable standard of care.

4. Authorised Personnel

The Supplier may disclose the Confidential Information only to its directors, employees, professional advisors and subcontractors who: (a) have a strict need-to-know for the Purpose; and (b) are bound by written confidentiality obligations no less protective than those in this Agreement. The Supplier shall remain liable for any breach by such persons.

5. No Licence

No licence, assignment or other right in or to any intellectual property is granted by this Agreement, whether by implication, estoppel or otherwise. All Confidential Information remains the sole property of the Buyer.

6. Return or Destruction

Upon the earlier of: (a) the Buyer's written request; (b) the award of the RFQ to a different supplier; or (c) twelve (12) months after the date of this Agreement, the Supplier shall return or securely destroy all Confidential Information in its possession (including digital copies, backups and excerpts) and, on request, confirm such destruction in writing.

7. Term

The confidentiality obligations under this Agreement shall remain in force for a period of three (3) years from the date of signature, irrespective of whether the Supplier is awarded the RFQ.

8. Personal Information

To the extent the Confidential Information contains personal information as defined in the Protection of Personal Information Act, 2013 ("POPIA"), each party shall process such personal information only for the Purpose and in compliance with POPIA.

9. Remedies

The Supplier acknowledges that monetary damages alone may be inadequate for any breach of this Agreement and that the Buyer shall be entitled to seek injunctive relief and specific performance in addition to any other remedies available at law, without the necessity of posting a bond.

10. Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of the Republic of South Africa. The parties consent to the non-exclusive jurisdiction of the High Court of South Africa, Gauteng Local Division.

11. No Partnership

Nothing in this Agreement creates a partnership, joint venture, agency, employment, or fiduciary relationship between the parties.

12. Role of V Intellect

V Intellect (Pty) Ltd is a platform provider only. It is not a party to this Agreement, is not a fiduciary of either party, makes no representation as to the enforceability of this template, and accepts no liability arising from the use of, reliance on, or breach of this Agreement. Any dispute arising from this Agreement shall be resolved directly between the Buyer and the Supplier without recourse to V Intellect.

13. Electronic Signature

The Supplier's electronic signature of this Agreement on the V Intellect platform constitutes a valid and binding signature for the purposes of Section 13 of the Electronic Communications and Transactions Act, 2002 ("ECTA"). The platform shall record the time, IP address and authorised representative details of the signature as evidence of execution.

14. Entire Agreement

This Agreement constitutes the entire understanding between the parties in respect of its subject matter and supersedes all prior discussions and agreements between them, whether oral or written.

— End of NDA text · A signature block will be presented to you below —