Non Disparage Agreement for the Netherlands

Non Disparage Agreement Template for Netherlands

A comprehensive legal document governed by Dutch law that establishes mutual or unilateral obligations between parties to refrain from making disparaging statements about each other. The agreement defines what constitutes disparagement, sets out the scope of prohibited communications, and specifies remedies for breach while ensuring compliance with Dutch constitutional rights to freedom of expression and privacy laws. It includes provisions for permitted communications, duration of obligations, and enforcement mechanisms within the Dutch legal framework, particularly considering the balance between protecting legitimate business interests and fundamental rights under Dutch and EU law.

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What is a Non Disparage Agreement?

The Non Disparage Agreement is a crucial legal instrument in Dutch business and employment contexts, typically used when professional relationships are terminated or significantly altered. It serves to protect the reputation and interests of all parties involved while ensuring compliance with Dutch legal requirements, including privacy laws and freedom of expression rights. This document is particularly relevant in situations involving senior executive departures, business partnership dissolutions, or high-profile employment terminations where public perception and professional reputation are significant concerns. The agreement must carefully balance the protection of legitimate business interests with individual rights under Dutch and EU law, including GDPR compliance and constitutional protections.

What sections should be included in a Non Disparage Agreement?

1. Parties: Identification of all parties entering into the agreement, including full legal names and addresses

2. Background: Context of the agreement, relationship between parties, and circumstances leading to the need for a non-disparagement agreement

3. Definitions: Clear definitions of key terms, especially 'disparagement', 'confidential information', and scope of prohibited statements

4. Scope of Non-Disparagement: Detailed description of prohibited actions, statements, and communications, including both direct and indirect disparagement

5. Duration: Time period during which the non-disparagement obligations remain in effect

6. Permitted Communications: Exceptions to non-disparagement obligations, including legally required disclosures and truthful statements

7. Breach and Remedies: Consequences of breaching the agreement, including available legal remedies and potential damages

8. Notice Requirements: Procedures for notifying other parties of potential breaches or required disclosures

9. Governing Law and Jurisdiction: Specification of Dutch law as governing law and designation of competent courts

What sections are optional to include in a Non Disparage Agreement?

1. Social Media Provisions: Specific provisions regarding social media posts and online communications, recommended when parties have significant online presence

2. Third Party Obligations: Extensions of obligations to affiliated parties, employees, or agents, useful when parties represent larger organizations

3. Integration with Other Agreements: Reference to and coordination with existing agreements (e.g., employment contracts, settlement agreements), needed when other contracts exist

4. Mutual vs. Unilateral Obligations: Specification of whether obligations are mutual or one-sided, depending on parties' relationship and negotiating position

5. Survival Clause: Specification of which provisions survive termination of other related agreements, important in employment contexts

6. Alternative Dispute Resolution: Procedures for mediation or arbitration before court proceedings, recommended for complex business relationships

What schedules should be included in a Non Disparage Agreement?

1. Schedule A - Prohibited Statements: Specific examples of statements or actions that would constitute disparagement

2. Schedule B - Approved Public Statements: Pre-approved language for public communications about the relationship or its termination

3. Schedule C - Communication Protocols: Detailed procedures for handling media inquiries or public communications

4. Appendix 1 - Related Parties: List of affiliated individuals or entities covered by the agreement

5. Appendix 2 - Notification Templates: Standard forms for required notices under the agreement

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

Jurisdiction

Netherlands

Publisher

Genie AI

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Technology

Financial Services

Professional Services

Media and Entertainment

Healthcare

Education

Retail

Manufacturing

Consulting

Start-ups

Venture Capital

Legal Services

Real Estate

Hospitality

Relevant Teams

Human Resources

Legal

Executive Leadership

Corporate Communications

Public Relations

Compliance

Corporate Governance

Employee Relations

Risk Management

Business Development

Relevant Roles

Chief Executive Officer

Human Resources Director

Legal Counsel

Senior Executive

Department Head

Board Member

Managing Director

Partner

Senior Manager

Chief Financial Officer

Chief Operating Officer

General Manager

Regional Director

Vice President

Communications Director

Industries
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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