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Mutual Confidential Disclosure Agreement
"I need a Mutual Confidential Disclosure Agreement under Indonesian law for a technology joint venture between my Indonesian software company and a Singapore-based AI research firm, with special emphasis on protecting source code and algorithmic innovations."
1. Parties: Identification of all parties entering into the agreement, including their full legal names, registration numbers, and addresses
2. Background: Context of the agreement, including the purpose of sharing confidential information and the nature of the parties' relationship
3. Definitions: Clear definitions of key terms, especially '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. Obligations of Confidentiality: Core obligations regarding the protection, use, and non-disclosure of confidential information
6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to representatives and professional advisors
7. Security Measures: Required measures for protecting and securing confidential information
8. Return or Destruction of Confidential Information: Procedures for handling confidential information upon termination or request
9. Duration and Termination: Term of the agreement and survival of obligations
10. Breach and Remedies: Consequences of breach and available remedies under Indonesian law
11. General Provisions: Standard clauses including notices, amendments, severability, and governing law
1. Intellectual Property Rights: Section clarifying ownership and rights in intellectual property, particularly relevant when shared information includes IP
2. Data Protection Compliance: Additional provisions addressing compliance with Indonesian data protection laws, necessary when personal data is involved
3. Export Control: Provisions regarding compliance with export control laws, relevant for international parties or controlled technical data
4. Non-Solicitation: Restrictions on soliciting employees or customers, useful in competitive business contexts
5. Publicity and Announcements: Controls on public statements about the relationship, important for listed companies or sensitive projects
6. Competition Law Compliance: Specific provisions ensuring compliance with Indonesian competition laws, relevant when parties are competitors
1. Schedule 1 - Specified Purpose: Detailed description of the permitted purpose for which confidential information may be used
2. Schedule 2 - Authorized Representatives: List of authorized representatives who may access confidential information
3. Schedule 3 - Security Protocols: Specific security measures and protocols required for handling confidential information
4. Appendix A - Categories of Confidential Information: Detailed list or categories of information considered confidential under the agreement
5. Appendix B - Form of Confidentiality Undertaking: Template confidentiality undertaking for representatives or third parties who need access to confidential information
Authors
Trade Secrets
Disclosing Party
Receiving Party
Representatives
Affiliates
Permitted Purpose
Effective Date
Confidentiality Period
Business Day
Intellectual Property Rights
Personal Data
Proprietary Information
Group Company
Authorized Recipients
Security Breach
Disclosed Materials
Technical Information
Business Information
Confidentiality Undertaking
Related Party
Permitted Disclosures
Competitive Business
Non-Public Information
Electronic Information
Confidentiality Obligations
Permitted Use
Permitted Disclosure
Information Protection
Return of Information
Duration
Exclusions
Security Requirements
Breach Notification
Remedies
Indemnification
Assignment
Severability
Entire Agreement
Governing Law
Dispute Resolution
Force Majeure
Notices
Counterparts
Amendment
Waiver
Third Party Rights
Costs
Relationship of Parties
Technology
Manufacturing
Healthcare
Financial Services
Education
Research & Development
Professional Services
Energy
Mining
Telecommunications
Pharmaceuticals
Consumer Goods
Agriculture
Infrastructure
Legal
Business Development
Research and Development
Executive Leadership
Compliance
Human Resources
Information Technology
Corporate Affairs
Finance
Operations
Strategic Planning
Innovation
Investment
Commercial
Chief Executive Officer
Legal Counsel
Business Development Manager
Chief Technology Officer
Research Director
Project Manager
Chief Financial Officer
Compliance Officer
Human Resources Director
Commercial Director
Operations Manager
Strategic Partnership Manager
Innovation Manager
Corporate Secretary
Investment Manager
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