The Small Business Non Disclosure Agreement is essential when small businesses need to share sensitive information with external parties while maintaining legal protection under English and Welsh law. This document is commonly used during business negotiations, potential partnerships, or when engaging contractors and consultants. It defines confidential information, establishes clear obligations for its protection, and includes practical mechanisms for enforcement. The agreement is specifically tailored to meet small business needs while providing robust legal protection.
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1. Parties: Identification of the disclosing and receiving parties
2. Background: Context and purpose of the agreement
3. Definitions: Key terms including 'Confidential Information', 'Trade Secrets', and 'Permitted Purpose'
4. Confidentiality Obligations: Core obligations regarding use and protection of confidential information
5. Term and Termination: Duration of obligations and termination provisions
6. Return of Information: Requirements for returning or destroying confidential information
7. Governing Law: Specification of England and Wales jurisdiction
1. Permitted Disclosures: Specific circumstances where disclosure is allowed (e.g., to professional advisers or when required by law)
2. Data Protection: Specific provisions for personal data handling in compliance with UK GDPR and Data Protection Act 2018
3. Intellectual Property: Protection of IP rights and clarification that disclosure does not transfer ownership
4. Non-Solicitation: Restrictions on hiring other party's employees or engaging with their clients
1. Schedule 1 - Description of Confidential Information: Detailed list or categories of protected information and trade secrets
2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive and handle confidential information
3. Schedule 3 - Security Measures: Specific security protocols and measures required for protecting the confidential information
Relevant legal definitions
Clauses
Confidentiality Obligations
Permitted Use
Permitted Disclosure
Return or Destruction of Information
Duration and Survival
Security Measures
Non-Circumvention
Intellectual Property Rights
Data Protection
Indemnification
Remedies
Notice Requirements
Assignment
Severability
Governing Law
Entire Agreement
Permitted Use
Permitted Disclosure
Return or Destruction of Information
Duration and Survival
Security Measures
Non-Circumvention
Intellectual Property Rights
Data Protection
Indemnification
Remedies
Notice Requirements
Assignment
Severability
Governing Law
Entire Agreement
Relevant Industries
Relevant Teams
Relevant Roles
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