General Confidentiality Agreement for United Arab Emirates

General Confidentiality Agreement Template for United Arab Emirates

A comprehensive confidentiality agreement template designed in accordance with UAE federal and emirate-level laws, including the UAE Data Protection Law (Federal Decree-Law No. 19 of 2023) and relevant commercial regulations. This document establishes binding obligations for the protection of confidential information exchanged between parties, with specific provisions addressing UAE legal requirements for data protection, trade secrets, and business confidentiality. The agreement includes mechanisms for enforcement under UAE law and considers specific requirements for free zone entities where applicable.

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What is a General Confidentiality Agreement?

The General Confidentiality Agreement serves as a crucial legal instrument for protecting sensitive business information in the UAE business environment. This document is essential when parties need to share confidential information during business discussions, due diligence processes, or ongoing business relationships. It is specifically drafted to comply with UAE federal laws, including the Data Protection Law, Commercial Transactions Law, and relevant free zone regulations. The agreement can be customized for various business contexts while maintaining core protections required under UAE law. It is particularly important given the UAE's position as a global business hub and the need to protect proprietary information in cross-border transactions. The document includes comprehensive definitions of confidential information, clear obligations for information handling, and enforcement mechanisms aligned with UAE legal requirements.

What sections should be included in a General Confidentiality Agreement?

1. Parties: Identification of the disclosing and receiving parties, including full legal names and addresses

2. Background: Context of the agreement and the purpose for sharing confidential information

3. Definitions: Defines key terms including 'Confidential Information', 'Representatives', 'Permitted Purpose', and other relevant terms

4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement

5. Confidentiality Obligations: Core obligations regarding the protection and non-disclosure of confidential information

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to representatives and as required by law

7. Security Measures: Required measures to protect and safeguard confidential information

8. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination or request

9. Duration and Survival: Term of the agreement and which obligations survive termination

10. Breach and Remedies: Consequences of breach and available remedies including injunctive relief

11. General Provisions: Standard clauses including governing law, jurisdiction, and entire agreement

What sections are optional to include in a General Confidentiality Agreement?

1. Data Protection Compliance: Required when personal data is included in the confidential information, ensuring compliance with UAE Data Protection Law

2. Digital Security Requirements: Used when confidential information will be stored or transmitted electronically

3. Third Party Rights: Included when third parties may have rights in the confidential information

4. Non-Solicitation: Added when there's a need to prevent poaching of employees or clients

5. Non-Competition: Included when the parties are competitors or potential competitors

6. Export Control: Required when confidential information may be subject to export control regulations

7. Free Zone Specific Provisions: Needed when either party is based in DIFC, ADGM, or other UAE free zones

What schedules should be included in a General Confidentiality Agreement?

1. Schedule 1 - Description of Confidential Information: Detailed list or categories of confidential information covered by the agreement

2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive and handle confidential information

3. Schedule 3 - Security Protocols: Specific security measures and procedures for handling confidential information

4. Appendix A - Form of Confidentiality Undertaking: Template confidentiality undertaking for representatives or third parties

5. Appendix B - Data Processing Requirements: Specific requirements for processing personal data under UAE law

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Publisher

Genie AI

Cost

Free to use
Relevant Industries

Technology

Healthcare

Financial Services

Real Estate

Manufacturing

Professional Services

Energy and Resources

Education

Retail and Consumer

Media and Entertainment

Telecommunications

Construction

Hospitality

Transportation and Logistics

Defense and Security

Relevant Teams

Legal

Compliance

Human Resources

Information Technology

Research and Development

Business Development

Finance

Operations

Procurement

Information Security

Risk Management

Corporate Communications

Strategy

Mergers and Acquisitions

Executive Leadership

Relevant Roles

Chief Executive Officer

Chief Legal Officer

General Counsel

Legal Director

Compliance Officer

Business Development Manager

Human Resources Director

Chief Technology Officer

Project Manager

Investment Manager

Research and Development Director

Chief Financial Officer

Operations Manager

Procurement Manager

Contract Manager

Information Security Officer

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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