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Non-Disclosure and Confidentiality Agreement

Effective Date: July 2026

Overview 1. Definition of Confidential Information   2. Strict Obligations of Secrecy  3. Brand Protection and Non-Publicity   4. Return of Materials 5. Data Breach Notification 6. Survival of Obligations   7. Governing Law and Jurisdiction   

Overview

This Non-Disclosure and Confidentiality Agreement ("Agreement") governs the sharing, protection, and handling of proprietary information between Mecaltex ("Disclosing Party" or "Receiving Party") and its B2B clients, suppliers, or subcontractors ("Counterparty") engaged in Precision Metalworking and Custom CNC Services.

1. Definition of Confidential Information  

"Confidential Information" refers to any and all non-public information, technical data, or personal data provided by either party. This includes, but is not limited to: CAD files, technical drawings, tolerances, manufacturing processes, pricing, financial data, client lists, and strategic business plans.

2. Strict Obligations of Secrecy 

  • Professional Secrecy: The Counterparty is bound by a strict duty of confidentiality and secrecy regarding all Information and/or Personal Data accessed by virtue of their professional relationship with Mecaltex.
  • Restricted Use: The Counterparty is strictly unauthorized to use the Confidential Information for any purpose other than the specific execution of the contracted manufacturing or subcontracting services.
  • Prohibition of Transfer: Under no circumstances may the Counterparty transmit, sell, or leak Confidential Information to unauthorized third parties.
  • Cascading Responsibility: The Counterparty must guarantee that all of its employees, consultants, and subcontractors who require access to the data are contractually bound by the exact same professional secrecy and GDPR compliance obligations outlined in this Agreement.

3. Brand Protection and Non-Publicity  

Mecaltex fiercely protects its corporate identity and industry reputation.

  • No Unauthorized Branding: The Counterparty shall not use the Mecaltex name, logo, or trademark without prior written consent from Mecaltex.
  • Non-Disclosure of Relationship: The Counterparty shall not reveal the existence, scope, or content of this commercial contract or relationship to the public or competitors without explicit written authorization.

4. Return of Materials 

  • Immediate Handover: Upon written request by Mecaltex, the Counterparty is obligated to immediately return all physical documents, digital records, CAD files, and any copies containing Confidential Information or Personal Data.

5. Data Breach Notification

  • Mandatory Reporting: In the event that the Counterparty loses, leaks, or compromises any Confidential Information or Personal Data belonging to Mecaltex or its clients, the Counterparty must notify Mecaltex immediately, without prejudice to any legal obligations or liabilities they may face.

6. Survival of Obligations  

  • The duty of confidentiality and all related obligations outlined in this Agreement shall remain in full force and effect even after the termination, cancellation, or fulfillment of the professional relationship between the Counterparty and Mecaltex.  

7. Governing Law and Jurisdiction   

  • This Agreement is governed by the laws of Portugal. For the resolution of any disputes arising from the interpretation, application, or execution of this Agreement, the parties designate the exclusive jurisdiction of the Judicial Court of the District of Porto (Tribunal Judicial da Comarca do Porto), expressly excluding any other forum.