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NDA Agreement Form
"I need an NDA Agreement Form under New Zealand law for a three-way confidentiality agreement between my tech startup, a potential investor, and our external development team, to be effective from March 2025, with special emphasis on protecting our proprietary software code and business strategy."
1. Parties: Identifies and provides full details of all parties entering into the NDA agreement
2. Background: Explains the context and purpose of the agreement, including the nature of the relationship between the parties
3. Definitions: Defines key terms used throughout the agreement, particularly 'Confidential Information', 'Permitted Purpose', and 'Representatives'
4. Confidentiality Obligations: Core section detailing the obligations to maintain confidentiality, including use restrictions and security measures
5. Permitted Disclosures: Specifies circumstances under which confidential information may be disclosed and to whom
6. Return or Destruction of Confidential Information: Requirements for handling confidential information upon termination or request
7. Term and Termination: Duration of the agreement and circumstances for termination
8. Breach and Remedies: Consequences of breaching the agreement and available remedies
9. General Provisions: Standard clauses including governing law, jurisdiction, and entire agreement provisions
1. Mutual Confidentiality Obligations: Used when both parties will be sharing confidential information (converts one-way NDA to mutual NDA)
2. Intellectual Property Rights: Added when confidential information includes IP that needs specific protection
3. Data Protection Compliance: Required when personal data is involved, ensuring compliance with Privacy Act 2020
4. Non-Solicitation: Optional clause preventing parties from soliciting each other's employees or clients
5. Publicity and Announcements: Controls on public statements about the relationship between parties
6. Survival of Obligations: Specifies which obligations continue after agreement termination
7. Assignment and Subcontracting: Added when there's a need to control transfer of rights or obligations
1. Schedule 1: Description of Confidential Information: Detailed list or categories of information covered by the NDA
2. Schedule 2: Authorized Representatives: List of individuals authorized to receive and handle confidential information
3. Schedule 3: Security Measures: Specific security protocols and measures required for protecting confidential information
4. Appendix A: Disclosure Log: Template for recording all instances of confidential information disclosure
5. Appendix B: Confidentiality Acknowledgment Form: Form for representatives to sign acknowledging their confidentiality obligations
Authors
Disclosing Party
Receiving Party
Representatives
Permitted Purpose
Affiliate
Business Day
Confidentiality Period
Disclosed
Effective Date
Intellectual Property Rights
Personal Information
Proprietary Information
Trade Secrets
Authorized Recipients
Security Measures
Data
Material
Permitted Disclosure
Restricted Period
Related Entity
Subsidiary
Third Party
Unauthorized Disclosure
Working Hours
Non-Disclosure
Permitted Use
Information Security
Return of Information
Term and Termination
Breach and Remedies
Governing Law
Dispute Resolution
Indemnification
Intellectual Property
Data Protection
Permitted Disclosure
Survival
Assignment
Severability
Entire Agreement
Amendment
Notice
Force Majeure
Non-Solicitation
Publicity
Waiver
Third Party Rights
Counterparts
Technology
Financial Services
Healthcare
Manufacturing
Professional Services
Research and Development
Retail
Entertainment
Education
Construction
Biotechnology
Real Estate
Energy
Telecommunications
Legal Services
Legal
Human Resources
Executive Leadership
Research and Development
Information Technology
Finance
Operations
Business Development
Procurement
Compliance
Sales
Product Development
Investment
Administrative
Corporate Communications
Chief Executive Officer
Chief Legal Officer
Human Resources Director
Business Development Manager
Project Manager
Research Scientist
Software Developer
Financial Controller
Operations Manager
Legal Counsel
Procurement Manager
Investment Analyst
Product Manager
Sales Director
Compliance Officer
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