Mutual Non Disclosure And Non Circumvention Agreement for Canada

Mutual Non Disclosure And Non Circumvention Agreement Template for Canada

This comprehensive legal agreement, governed by Canadian law, serves a dual purpose of protecting confidential information and preventing business circumvention between parties. It establishes mutual obligations for safeguarding sensitive information exchanged during business discussions or partnerships while also ensuring that parties cannot bypass each other to directly engage with their respective business contacts, opportunities, or relationships. The agreement incorporates specific provisions compliant with Canadian federal and provincial privacy laws, including PIPEDA where applicable, and provides robust remedies under Canadian contract law for any breaches of confidentiality or circumvention obligations.

Your data doesn't train Genie's AI

You keep IP ownership of your information

Generate a Bespoke Document

1. Select your governing law:

2. Enter your key requirements:

3. Create your document to edit, review or download

Download a Standard Template

Get our Canada-compliant Mutual Non Disclosure And Non Circumvention Agreement

4.6 / 5

4.8 / 5

Alternatively: Run an advanced review of an existing
Mutual Non Disclosure And Non Circumvention Agreement

Let Genie AI's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.

Upload your Doc

What is a Mutual Non Disclosure And Non Circumvention Agreement?

The Mutual Non-Disclosure and Non-Circumvention Agreement is essential for businesses and individuals operating in Canada who need to protect sensitive information and business relationships during negotiations, partnerships, or potential collaborations. This document is particularly crucial when parties are exploring business opportunities, conducting due diligence, or engaging in strategic discussions where confidential information needs to be shared and business relationships need protection. The agreement, governed by Canadian law, combines traditional non-disclosure provisions with specific non-circumvention clauses to prevent parties from bypassing each other to directly pursue business opportunities or relationships disclosed during their interactions. It includes provisions compliant with Canadian privacy legislation, including PIPEDA and provincial privacy laws, making it suitable for both domestic and international business relationships involving Canadian entities.

What sections should be included in a Mutual Non Disclosure And Non Circumvention Agreement?

1. Parties: Identifies and provides full legal details of all parties entering into the agreement

2. Background: Explains the context and purpose of the agreement, including the nature of the business relationship

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

4. Scope of Confidential Information: Specifies what information is covered by the agreement and any exclusions

5. Confidentiality Obligations: Details the specific obligations regarding protection, non-disclosure, and use of confidential information

6. Non-Circumvention Obligations: Specifies restrictions on bypassing or dealing directly with identified business contacts, partners, or opportunities

7. Permitted Disclosures: Outlines circumstances under which confidential information may be disclosed (e.g., to employees, legal advisors, etc.)

8. Term and Survival: Specifies the duration of the agreement and which obligations survive termination

9. Return or Destruction of Confidential Information: Procedures for handling confidential information upon termination or request

10. Remedies: Specifies available remedies including injunctive relief and damages for breach

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

What sections are optional to include in a Mutual Non Disclosure And Non Circumvention Agreement?

1. Data Protection Compliance: Include when personal data will be shared, detailing compliance with privacy laws

2. Intellectual Property Rights: Include when significant IP might be disclosed or when IP ownership needs clarification

3. Non-Solicitation: Include when parties wish to prevent hiring of each other's employees or contractors

4. Security Requirements: Include when specific security measures for protecting information need to be mandated

5. Export Control: Include when dealing with international parties or regulated technologies

6. Force Majeure: Include when parties want protection from extraordinary events affecting compliance

7. Insurance Requirements: Include when parties need to maintain specific insurance coverage

8. Dispute Resolution: Include when parties want specific arbitration or mediation procedures

What schedules should be included in a Mutual Non Disclosure And Non Circumvention Agreement?

1. Schedule A - Specified Business Relationships: Lists specific business relationships, contacts, or opportunities covered by non-circumvention

2. Schedule B - Categories of Confidential Information: Details specific types of confidential information covered by the agreement

3. Schedule C - Authorized Representatives: Lists individuals authorized to receive or handle confidential information

4. Schedule D - Security Protocols: Details specific security measures required for handling confidential information

5. Appendix 1 - Form of Confidentiality Undertaking: Template for confidentiality agreements to be signed by employees or contractors

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

Cost

Free to use

Relevant legal definitions

Clauses

Relevant Industries

Technology

Manufacturing

Financial Services

Professional Services

Healthcare

Biotechnology

Real Estate

Energy

Telecommunications

Research & Development

Construction

Mining

Retail

Education

Aerospace

Automotive

Entertainment

Media

Consulting

Pharmaceuticals

Relevant Teams

Legal

Business Development

Executive Leadership

Corporate Strategy

Research and Development

Mergers and Acquisitions

Innovation

Product Development

Investment

Operations

Information Technology

Intellectual Property

Finance

Procurement

Strategic Partnerships

Relevant Roles

Chief Executive Officer

Business Development Manager

Chief Financial Officer

Legal Counsel

Corporate Lawyer

Business Owner

Managing Director

Partnership Manager

Strategic Alliance Director

Chief Technology Officer

Research Director

Project Manager

Investment Manager

Merger & Acquisition Specialist

Consultant

Chief Operating Officer

Innovation Director

Venture Capitalist

Intellectual Property Manager

Contract Administrator

Find the exact document you need

No matches found.