Design Confidentiality Agreement for New Zealand

Design Confidentiality Agreement Template for New Zealand

This agreement is a comprehensive legal document governed by New Zealand law, specifically designed to protect confidential design-related information shared between parties. It incorporates requirements from New Zealand's Designs Act 1953 and Contract and Commercial Law Act 2017, providing robust protection for industrial designs, technical specifications, prototypes, and related intellectual property. The agreement establishes clear obligations for maintaining confidentiality, permitted uses of the design information, and security measures required to protect the disclosed information, while ensuring compliance with New Zealand's legal framework for design protection and confidential information.

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What is a Design Confidentiality Agreement?

The Design Confidentiality Agreement serves as a crucial legal instrument for protecting proprietary design information in New Zealand. It is essential when sharing sensitive design-related materials such as technical drawings, specifications, prototypes, or manufacturing processes with third parties. This document is particularly relevant when engaging with manufacturers, contractors, potential business partners, or during product development collaborations. The agreement ensures compliance with New Zealand legislation, including the Designs Act 1953 and Contract and Commercial Law Act 2017, while providing comprehensive protection for valuable intellectual property. It establishes clear guidelines for handling confidential information, defines permitted uses, and outlines security measures to safeguard the disclosed designs.

What sections should be included in a Design Confidentiality Agreement?

1. Parties: Identifies and provides full details of all parties to the agreement

2. Background: Sets out the context of the agreement, including the nature of the design work and the purpose of sharing confidential information

3. Definitions: Defines key terms including 'Confidential Information', 'Designs', 'Authorized Purpose', and other relevant terms

4. Scope of Confidential Information: Clearly identifies what constitutes confidential information, specifically relating to designs, drawings, specifications, and related materials

5. Obligations of Confidentiality: Details the recipient's obligations to maintain confidentiality and protect the design information

6. Permitted Use and Disclosure: Specifies the authorized purposes for which the confidential information may be used and circumstances under which it can be disclosed

7. Security Measures: Outlines the specific security measures required to protect the confidential design information

8. Return or Destruction of Information: Procedures for returning or destroying confidential information upon request or termination

9. Term and Termination: Duration of the agreement and circumstances for termination

10. Breach and Remedies: Consequences of breach and available remedies

11. General Provisions: Standard provisions including governing law, jurisdiction, and entire agreement

What sections are optional to include in a Design Confidentiality Agreement?

1. Intellectual Property Rights: Additional provisions regarding IP ownership and rights, particularly relevant when design modifications or improvements are anticipated

2. Third Party Disclosure: Specific provisions for sharing with third parties like contractors or manufacturers, used when third-party involvement is expected

3. International Transfer of Information: Provisions for cross-border information transfer, necessary when parties are in different countries

4. Insurance Requirements: Specific insurance obligations, particularly relevant for high-value designs

5. Publicity and Announcements: Restrictions on public announcements or marketing, important for commercially sensitive designs

6. Non-Competition: Restrictions on competing activities, relevant when the recipient could potentially compete with the design owner

7. Audit Rights: Rights to audit the recipient's compliance, useful for high-risk or high-value designs

What schedules should be included in a Design Confidentiality Agreement?

1. Schedule 1: Protected Designs: Detailed list and description of the specific designs and related materials covered by the agreement

2. Schedule 2: Authorized Personnel: List of individuals authorized to access and use the confidential design information

3. Schedule 3: Security Protocols: Detailed security measures and protocols for handling the confidential information

4. Schedule 4: Approved Third Parties: List of approved third parties who may receive the information (if applicable)

5. Appendix A: Form of Confidentiality Undertaking: Template confidentiality undertaking for authorized personnel or third parties

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

New Zealand

Publisher

Genie AI

Cost

Free to use
Relevant legal definitions
Relevant Industries

Manufacturing

Industrial Design

Fashion and Apparel

Automotive

Consumer Products

Technology Hardware

Furniture and Home Goods

Aerospace

Medical Devices

Architectural Services

Product Development

Electronics

Packaging Design

Jewelry Design

Textile Industry

Relevant Teams

Legal

Design

Research and Development

Product Development

Innovation

Engineering

Manufacturing

Intellectual Property

Technical Operations

Project Management

Compliance

Procurement

Relevant Roles

Industrial Designer

Product Development Manager

Design Engineer

Chief Design Officer

Technical Director

Manufacturing Manager

Research and Development Director

Intellectual Property Manager

Legal Counsel

Contract Manager

Project Manager

Innovation Director

Design Consultant

Product Manager

Prototype Engineer

Technical Specialist

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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