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Simple Mutual NDA

Simple Mutual NDA Template for Indonesia

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Key Requirements PROMPT example:

Simple Mutual NDA

"I need a Simple Mutual NDA governed by Indonesian law for my technology company to share product development plans with a potential manufacturing partner in Jakarta, with specific provisions for protecting software source code and technical specifications."

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Document background
This Simple Mutual NDA is designed for use in Indonesia when two parties need to exchange confidential information while ensuring mutual protection under Indonesian law. It is particularly relevant for business negotiations, joint ventures, service arrangements, or any situation requiring bilateral information sharing. The document complies with Indonesian legal requirements, including the Civil Code (KUH Perdata) and Law No. 30 of 2000 on Trade Secrets, while remaining accessible to both domestic and international parties. It provides comprehensive protection for various types of confidential information, including business plans, technical data, customer information, and trade secrets, while establishing clear obligations and remedies for both parties.
Suggested Sections

1. Parties: Identification of all parties entering into the NDA, including their full legal names, addresses, and company registration numbers if applicable

2. Background: Brief context explaining why the parties are entering into the NDA and the purpose of sharing confidential information

3. Definitions: Clear definitions of key terms, especially 'Confidential Information', 'Permitted Purpose', 'Representatives', and 'Confidential Period'

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

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

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees, advisors, or as required by law

7. Term and Termination: Duration of the agreement and conditions for termination

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

9. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and jurisdiction for dispute resolution

10. Execution: Signature blocks and execution details compliant with Indonesian law requirements

Optional Sections

1. Intellectual Property Rights: Additional provisions clarifying that the NDA does not transfer any IP rights, useful when the confidential information includes patents, trademarks, or other IP

2. Data Protection: Specific provisions regarding personal data protection, necessary when confidential information includes personal data

3. Non-Solicitation: Provisions preventing parties from soliciting each other's employees or clients, useful in business contexts where this is a concern

4. Specific Security Measures: Detailed security protocols for handling confidential information, important for technical or highly sensitive information

5. Force Majeure: Provisions addressing circumstances beyond parties' control, particularly relevant in long-term NDAs

6. Language Requirements: Provisions regarding dual-language requirements and prevailing language, necessary when one party requires documentation in Indonesian

Suggested Schedules

1. Schedule 1 - Authorized Representatives: List of individuals authorized to receive and handle confidential information

2. Schedule 2 - Specific Types of Confidential Information: Detailed categorization of confidential information specific to the arrangement

3. Schedule 3 - Security Protocols: Specific procedures and requirements for handling confidential information, if needed

4. Appendix A - Form of Acknowledgment: Template for additional parties or representatives to acknowledge and agree to the NDA terms

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant Industries

Technology

Manufacturing

Financial Services

Professional Services

Healthcare

Retail

Energy

Mining

Agriculture

Construction

Education

Telecommunications

E-commerce

Pharmaceutical

Automotive

Relevant Teams

Legal

Business Development

Executive Leadership

Research and Development

Human Resources

Information Technology

Finance

Operations

Procurement

Strategy

Corporate Affairs

Investment

Project Management

Technical Operations

Compliance

Relevant Roles

Chief Executive Officer

Managing Director

Business Development Manager

Legal Counsel

Corporate Secretary

Project Manager

Chief Technology Officer

Chief Financial Officer

Research and Development Director

Human Resources Director

Operations Manager

Procurement Manager

Investment Manager

Strategy Consultant

Technical Advisor

Industries
Indonesian Civil Code (KUH Perdata): The fundamental law governing contracts in Indonesia, particularly Book III on Obligations. It provides the basic requirements for valid contracts, including mutual consent, capacity, specific object, and lawful cause.
Law No. 30 of 2000 on Trade Secrets: Specifically regulates the protection of trade secrets in Indonesia, defining what constitutes a trade secret and the legal mechanisms for their protection.
Law No. 11 of 2008 on Electronic Information and Transactions (ITE Law): Relevant for NDAs that cover electronic data and information, providing legal framework for protection of electronic information and documents.
Law No. 5 of 1999 on Anti-Monopoly and Unfair Business Competition: Contains provisions relevant to confidentiality agreements to ensure they don't violate competition laws or create unfair business practices.
Law No. 13 of 2003 on Employment: Important when the NDA involves employees or employment relationships, as it contains provisions about confidentiality obligations in employment contexts.
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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