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Non-Disclosure Agreement

Confidentiality & Non-Disclosure Agreement — Translator / Vendor

This Confidentiality and Non-Disclosure Agreement (the "Agreement") is entered into on by and between Langixy (operating via langixy.com), a domain-specialist translation agency (the "Disclosing Party" or "Langixy"), and (the "Receiving Party").

The Parties wish to engage in discussions or activities which may involve the exchange of sensitive or proprietary business information. This Agreement outlines the terms under which such information will be protected and managed.

1) Definition of Confidential Information

“Confidential Information” refers to any and all non-public business, technical, operational, linguistic, or financial data disclosed by Langixy in verbal, written, visual, or electronic format — including source materials, translation memories, glossaries, client identities, project files, rates, and processes — whether or not marked as confidential, where it is reasonably deemed confidential by its nature.

2) Exceptions to Confidentiality

This Agreement does not apply to any information that:
  1. was publicly known at the time of disclosure; or
  2. becomes public through no fault or action of the Receiving Party after disclosure; or
  3. was lawfully in the Receiving Party’s possession before disclosure, without any obligation of confidentiality.

3) Receiving Party’s Commitments

The Receiving Party shall:
  1. use the Confidential Information solely in the context of evaluating or executing a business relationship with Langixy;
  2. protect the confidentiality of such information through reasonable security measures;
  3. refrain from engaging directly or indirectly with Langixy’s clients, employees, or representatives outside the scope of this Agreement;
  4. share the Confidential Information only with internal parties who need access to fulfil the purpose of this Agreement, provided they are bound by similar confidentiality obligations.

4) Non-Solicitation of Clients

Where the disclosed information pertains to a Langixy project or opportunity involving a client, the Receiving Party agrees not to directly approach, solicit, or engage the client or its affiliates for business, both during the term of this Agreement and for so long as Langixy continues to serve that client.

5) Intellectual Property

All intellectual property shared or developed in connection with the collaboration — including translations, source and target files, and derived assets — remains the exclusive property of Langixy or its clients. This Agreement does not convey any right of use, licence, or distribution to the Receiving Party beyond what is expressly agreed in writing.

6) Legal Disclosures

Disclosure of Confidential Information may be permitted where legally mandated by a judicial or regulatory authority. In such cases, the Receiving Party shall provide prior notice to Langixy, unless legally prohibited from doing so.

7) Confidential Nature of Agreement

The Receiving Party agrees not to disclose the existence, content, or terms of this Agreement without prior consent, except as required for business execution or by law.

8) Media & Public Statements

No public disclosures, statements, or marketing content referencing the business relationship or this Agreement may be made without written approval from Langixy.

9) Return or Destruction

Upon written request, all tangible or digital copies of Confidential Information must be returned or permanently destroyed, with the Receiving Party confirming compliance in writing. This obligation extends to all third parties who may have accessed the information.

10) Survival

All obligations regarding confidentiality and non-solicitation survive the termination or expiration of this Agreement.

11) Performance & Compliance

Langixy reserves the right to apply reasonable financial deductions or corrective actions where the Receiving Party’s deliverables cause critical issues — such as quality failures, missed deadlines, or project risks — in line with the agreed project terms.

12) Enforcement & Remedies

The Parties agree that a breach of confidentiality may cause irreparable harm. Langixy is entitled to seek equitable remedies, including injunctive relief and any other recourse allowed by law, in addition to financial damages.

13) Payment Terms

  1. Payments are issued within 45 (forty-five) calendar days of Langixy’s receipt and approval of a correct invoice.
  2. Compensation follows the per-word / per-minute rates in the rate card confirmed between the Parties.
  3. Payment is made by bank transfer (NEFT / IMPS / UPI) to the account provided by the Receiving Party during onboarding; applicable taxes (e.g. TDS) are deducted as required by law.
  4. Delayed, incomplete, or non-compliant invoices may result in postponed payment.

14) Governing Law

This Agreement is governed by the laws of India, and the Parties submit to the exclusive jurisdiction of the competent courts at Langixy’s place of business.

For and on behalf of Langixy

Disclosing Party

NameAiman / Authorised Signatory
PositionVendor Management, Langixy
SignatureAiman

For the Receiving Party

Translator / Vendor — sign electronically below

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Langixy · langixy.com · info@langixy.com
This is a reusable template, not legal advice — have it reviewed by a qualified professional before use.