An Intellectual Property Non-Disclosure Agreement is essential when parties need to share sensitive intellectual property information while maintaining confidentiality. This document is particularly crucial in England and Wales, where it provides legal protection under both common law and statutory frameworks. It's commonly used during business negotiations, research collaborations, or potential partnerships where valuable IP needs to be disclosed. The agreement typically covers various forms of intellectual property including patents, trade secrets, copyrights, and proprietary information, establishing clear obligations and consequences for breach.
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1. Parties: Identification and details of the disclosing and receiving parties
2. Background: Context and purpose of the NDA
3. Definitions: Key terms including Confidential Information, Intellectual Property Rights
4. Confidentiality Obligations: Core obligations regarding use and protection of confidential information
5. Term and Termination: Duration of agreement and termination provisions
6. Return of Information: Obligations regarding return or destruction of confidential information
1. Employee/Contractor Provisions: Used when confidential information may be shared with employees/contractors
2. Specific IP Protection Measures: When specific types of IP require special handling
3. International Transfer Provisions: When information may be transferred across borders
1. Description of Confidential Information: Detailed list of information covered by the agreement
2. Approved Recipients: List of authorized individuals/entities who may access the information
3. Security Measures: Specific security protocols required for information protection
Relevant legal definitions
Confidential Information
Intellectual Property Rights
Trade Secrets
Disclosing Party
Receiving Party
Permitted Purpose
Permitted Recipients
Representatives
Affiliate
Effective Date
Confidentiality Period
Proprietary Information
Technical Information
Business Information
Disclosed Information
Group
Licensed Rights
Security Requirements
Unauthorized Disclosure
Working Day
Intellectual Property Rights
Trade Secrets
Disclosing Party
Receiving Party
Permitted Purpose
Permitted Recipients
Representatives
Affiliate
Effective Date
Confidentiality Period
Proprietary Information
Technical Information
Business Information
Disclosed Information
Group
Licensed Rights
Security Requirements
Unauthorized Disclosure
Working Day
Clauses
Confidentiality Obligations
Permitted Disclosures
Intellectual Property Rights
Protection of Information
Return or Destruction of Information
Term and Duration
Exceptions to Confidentiality
Security Measures
Non-Circumvention
Non-Competition
Remedies
Indemnification
Survival
Assignment
Notices
Severability
Entire Agreement
Governing Law
Jurisdiction
Third Party Rights
Permitted Disclosures
Intellectual Property Rights
Protection of Information
Return or Destruction of Information
Term and Duration
Exceptions to Confidentiality
Security Measures
Non-Circumvention
Non-Competition
Remedies
Indemnification
Survival
Assignment
Notices
Severability
Entire Agreement
Governing Law
Jurisdiction
Third Party Rights
Relevant Industries
Relevant Teams
Relevant Roles
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