Mutual Non Circumvention Non Disclosure Agreement for New Zealand

Mutual Non Circumvention Non Disclosure Agreement Template for New Zealand

This agreement is a comprehensive legal document governed by New Zealand law that combines both non-disclosure and non-circumvention provisions. It provides mutual protection for parties sharing confidential information while ensuring neither party bypasses the other in business dealings. The agreement incorporates key provisions of New Zealand's Contract and Commercial Law Act 2017 and Fair Trading Act 1986, ensuring robust protection of business interests and confidential information while maintaining compliance with local legal requirements. It includes detailed provisions for handling confidential information, defining permitted uses, establishing non-circumvention obligations, and outlining remedies for breach.

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What is a Mutual Non Circumvention Non Disclosure Agreement?

The Mutual Non Circumvention Non Disclosure Agreement (MNCNDA) is designed for use in New Zealand business environments where parties need to protect both confidential information and business relationships. It is particularly relevant when parties are exploring potential business opportunities, partnerships, or transactions that require sharing sensitive information. The agreement ensures compliance with New Zealand legislation, including the Contract and Commercial Law Act 2017 and Fair Trading Act 1986, while providing comprehensive protection against both unauthorized disclosure of confidential information and circumvention of business relationships. This document is essential for businesses engaging in preliminary discussions, joint ventures, or strategic partnerships where trust and confidentiality are paramount.

What sections should be included in a Mutual Non Circumvention Non Disclosure Agreement?

1. Parties: Identifies and provides full legal details of all parties entering into the agreement

2. Background: Sets out the context and purpose of the agreement, including the nature of the business relationship

3. Definitions: Defines key terms used throughout the agreement, including 'Confidential Information', 'Circumvention', 'Business Opportunity', etc.

4. Non-Disclosure Obligations: Details the obligations regarding confidential information, including use, storage, and protection requirements

5. Non-Circumvention Obligations: Specifies restrictions on bypassing or circumventing the other party in business dealings

6. Term and Termination: Specifies the duration of the agreement and circumstances for termination

7. Return or Destruction of Confidential Information: Procedures for handling confidential information upon termination

8. Breach and Remedies: Outlines consequences of breach and available remedies

9. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, entire agreement, etc.

10. Execution: Signature blocks and execution details

What sections are optional to include in a Mutual Non Circumvention Non Disclosure Agreement?

1. Permitted Disclosures: Used when certain disclosures need to be explicitly permitted (e.g., to professional advisors or as required by law)

2. Territory: Include when the agreement needs to specify geographic limitations

3. Specific Business Opportunities: Used when the agreement relates to specific identified business opportunities

4. Non-Solicitation: Include when parties wish to prevent solicitation of employees or clients

5. Insurance Requirements: Used when parties need to maintain specific insurance coverage

6. Publicity: Include when there's a need to address public announcements or marketing

7. Data Protection: Include when personal data processing is involved

What schedules should be included in a Mutual Non Circumvention Non Disclosure Agreement?

1. Schedule 1 - Confidential Information: Detailed list or categories of information deemed confidential

2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive or handle confidential information

3. Schedule 3 - Business Opportunities: Description of specific business opportunities covered by the agreement

4. Appendix A - Security Protocols: Specific procedures for handling and protecting confidential information

5. Appendix B - Notification Requirements: Procedures and contact details for required notifications 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

New Zealand

Publisher

Genie AI

Cost

Free to use
Relevant legal definitions
Relevant Industries

Technology and Software

Manufacturing

Professional Services

Financial Services

Real Estate

Healthcare

Consulting

Energy and Resources

Telecommunications

Research and Development

Mergers and Acquisitions

International Trade

Retail and Consumer Goods

Education and Training

Relevant Teams

Legal

Business Development

Executive Leadership

Corporate Development

Research and Development

Operations

Finance

Procurement

Strategy

Innovation

Commercial

Mergers and Acquisitions

International Business

Partnerships

Relevant Roles

Chief Executive Officer

Business Development Manager

Chief Financial Officer

Legal Counsel

Corporate Development Director

Operations Manager

Project Manager

Investment Manager

Research Director

Partnership Manager

Procurement Manager

Strategy Director

Innovation Manager

Commercial Manager

Venture Capital Manager

Business Broker

Consultant

Chief Technology Officer

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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