Non Disclosure Agreement Data Protection Template for Indonesia

A Non Disclosure Agreement Data Protection is a specialized legal contract that combines traditional confidentiality protections with data protection obligations under Indonesian law. This dual-purpose agreement is essential for businesses operating in Indonesia following the implementation of the Personal Data Protection Law (UU PDP) No. 27 of 2022, which introduced comprehensive data protection requirements similar to international standards.

When do you need this document?

You need this agreement whenever your business relationship involves sharing both confidential information and personal data. This includes partnerships with technology vendors who process customer data, collaborations with research institutions handling personal information, or arrangements with marketing agencies accessing customer databases. Service providers processing personal data on your behalf require this protection, as do consultants and independent contractors who may access employee or customer information during their work. The agreement is particularly crucial for cross-border data sharing arrangements and when engaging with international partners who need access to Indonesian personal data.

Key legal considerations

The agreement must clearly define roles as data controller and data processor under UU PDP, establishing specific obligations for each party. Data processing purposes must be explicitly stated and limited to legitimate business needs, with clear restrictions on secondary use. Security measures must meet Indonesian standards, including encryption, access controls, and regular security assessments. Breach notification procedures must comply with UU PDP requirements, including timelines for reporting incidents to authorities and affected individuals. Cross-border data transfer provisions must ensure adequate protection levels and may require specific safeguards or approvals. The agreement should include data subject rights provisions, allowing individuals to exercise their rights under Indonesian law through either party.

Legal requirements in Indonesia

Under UU PDP No. 27 of 2022, any processing of personal data must have a lawful basis, with consent being the primary requirement for most commercial activities. The agreement must specify data retention periods and deletion procedures, ensuring compliance with Indonesian data minimization principles. Cross-border transfers require either adequacy decisions or appropriate safeguards, which must be documented in the agreement. The ITE Law No. 11 of 2008 requires electronic system operators to maintain data security and confidentiality, adding technical obligations to the contractual framework. Government Regulation No. 71 of 2019 provides specific security requirements that must be incorporated into data processing arrangements. Indonesian Civil Code provisions govern the basic contractual framework, ensuring enforceability under local law. The agreement must also address liability and compensation mechanisms for data protection violations, providing clear remedies for both parties.