Standard Mutual NDA Template for Philippines

This Standard Mutual NDA is essential for business relationships in the Philippines where parties need to share sensitive information while ensuring legal protection. The document is commonly used during business negotiations, potential partnerships, vendor relationships, or any situation requiring confidential information exchange. It incorporates specific provisions required under Philippine law, including compliance with the Data Privacy Act of 2012 and the Civil Code of the Philippines. The Standard Mutual NDA provides reciprocal obligations for all parties, ensuring equal protection of confidential information, trade secrets, and proprietary data. It is particularly relevant for both domestic Philippine transactions and international business dealings involving Philippine entities, offering comprehensive protection while maintaining compliance with local legal requirements.

1. Parties: Identification of all parties to the agreement, including full legal names, addresses, and company registration details if applicable

2. Background: Context of the agreement and the purpose for sharing confidential information

3. Definitions: Clear definitions of key terms, especially 'Confidential Information', 'Trade Secrets', 'Authorized Personnel', and 'Permitted Purpose'

4. Scope of Confidentiality: Detailed description of what constitutes confidential information and how it will be identified or marked

5. Obligations of Confidentiality: Core mutual 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. Security Measures: Specific measures required to protect confidential information, including digital security requirements

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

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

10. Survival: Obligations that continue after termination of the agreement

11. Remedies: Available remedies in case of breach, including injunctive relief

12. Governing Law and Jurisdiction: Specification of Philippine law as governing law and jurisdiction for disputes

13. General Provisions: Standard boilerplate clauses including entire agreement, amendments, and severability