This Mutual Non Disclosure Agreement template is specifically designed for use under German law when two parties need to exchange confidential information while ensuring mutual protection. It is particularly relevant for business negotiations, joint ventures, potential partnerships, or any situation requiring the sharing of sensitive business, technical, or commercial information. The document incorporates requirements from the German Trade Secrets Act (GeschGehG) and the German Civil Code (BGB), making it suitable for both domestic German transactions and international business relationships where German law is chosen as the governing law. The agreement provides comprehensive protection for trade secrets, technical know-how, business strategies, and other confidential information, while ensuring compliance with German and EU data protection regulations where applicable.

1. Parties: Identification of the contracting parties with full legal names, addresses, and registration details (if companies)

2. Background: Context of the business relationship and purpose of sharing confidential information

3. Definitions: Clear definitions of 'Confidential Information', 'Permitted Purpose', 'Authorized Recipients', and other key terms

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

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

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed to third parties

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

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

9. Term and Termination: Duration of the agreement and termination provisions

10. Breach and Remedies: Consequences of breach and available legal remedies including provisions for contractual penalties (Vertragsstrafe)

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