Non-Disclosure Agreement (NDA)

LULAC National Organization (LNO) Board of Directors

This Non-Disclosure Agreement ("Agreement") is entered into on this _____Day of September 2024 by and
between the LULAC National Organization (LNO), a national 501C4 nonprofit corporation, having its principal
place of business at 1111 W. Mockingbird Lane (Suite 1200), Dallas, Texas 75247 ("Disclosing Party"), and
________________________, residing at ________________________________ ("Receiving Party").

The duties and responsibilities of the LULAC Board of Directors, which includes National Officers and Board
Members, are set and guided by the Constitution, Bylaws and Protocol of LULAC. Said duties and
responsibilities require confidentiality and non-disclosure of sensitive confidential organizational, financial and
other information to third parties which may result in irreversible damage to the integrity and well-being of
the organization. The disclosure of sensitive information to third parties, including the media, may be a
violation of your fiduciary responsibilities to LULAC, as a member of the National LULAC Board of Directors.
Any unauthorized disclosure may necessitate the imposition of restrictions on the degree of access you have
to sensitive information or other appropriate corrective action. To prevent such unauthorized disclosures,
LULAC requires your agreement to the NON DISCLOSURE AGREEMENT regarding Confidential Information as
follows:

1. Definition of Confidential Information

For purposes of this Agreement, "Confidential Information" includes all information of which unauthorized
disclosure could be detrimental to the interests of Disclosing Party, whether or not such information is
identified as Confidential Information by Disclosing Party.

2. Exclusions from Confidential Information

Receiving Party's obligations under this Agreement do not extend to information that is:
a. Publicly known at the time of disclosure or subsequently becomes publicly known through no fault of the
Receiving Party;
b. Learned by the Receiving Party through legitimate means other than from the Disclosing Party
c. Disclosed by Receiving Party with Disclosing Party's prior written approval.

3. Obligations of Receiving Party

a. Receiving Party shall hold and maintain the Confidential Information in strictest confidence for the sole and
exclusive benefit of the Disclosing Party.
b. Receiving Party shall carefully restrict access to Confidential Information to employees, contractors, and
third parties outside the operations of the Disclosing Party, as is reasonably required, and shall require those
persons to sign non-disclosure restrictions at least as protective as those in this Agreement.
c. Receiving Party shall not, without prior written approval of Disclosing Party, use for Receiving Party's own
benefit, publish, copy, or otherwise disclose to others, or permit the use by others for their benefit or to the
detriment of Disclosing Party, any Confidential Information.
d. Receiving Party shall return to Disclosing Party any and all records, notes, and other written, printed, or
tangible materials in its possession pertaining to Confidential Information immediately if Disclosing Party
requests it in writing.

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e. Receiving Party acknowledges and agrees that internal Confidential Information relating to Board
discussions in connection with Board Meetings and Board Business shall not be disclosed outside the Board,
unless specifically authorized by the Disclosing Party.
f. Receiving Party acknowledges and agrees that a breach of duty to the Disclosing Party may be the subject of
proceedings relating to Censure and/or Removal from office.

4. General Disclosure of Confidential Information

Nothing in this NDA in any way limits the fiduciary responsibilities of each board member to the organization.

5. Time Periods
The nondisclosure provisions of this Agreement shall survive the termination of this Agreement and Receiving
Party's duty to hold Confidential Information in confidence shall remain in effect until the Confidential
Information no longer qualifies as confidential or until Disclosing Party sends the Receiving Party written notice
releasing Receiving Party from this Agreement, whichever occurs first.

6. Relationships
Nothing contained in this Agreement shall be deemed to constitute either party a partner or employee of the
other party for any purpose.

7. Severability
If a court finds any provision of this Agreement invalid or unenforceable, the remainder of this Agreement
shall be interpreted so as best to affect the intent of the parties.

8. Integration
This Agreement expresses the complete understanding of the parties with respect to the subject matter and
supersedes all prior proposals, agreements, representations, and understandings. This Agreement may not be
amended except in a writing signed by both parties.

9. Waiver
The failure to exercise any right provided in this Agreement shall not be a waiver of prior or subsequent rights.

10. Governing Law

This Agreement shall be governed in accordance with the laws of the State of Texas.

11. Signatures
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.

Disclosing Party: Receiving Party:

LULAC National Organization (LNO)

By: ____________________________ By: __________________________

Name: _________________________ Name: ________________________

Date: __________________________ Date: _________________________

Title: __________________________ Title: _________________________

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