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NDA Non Solicitation
"I need an NDA Non Solicitation agreement governed by Saudi law for a potential joint venture between our technology company and a local distributor, with particular emphasis on protecting our software source code and preventing the poaching of our technical staff."
1. Parties: Identification of the parties entering into the agreement, including full legal names, addresses, and commercial registration numbers if applicable
2. Background: Context of the agreement, relationship between the parties, and purpose of sharing confidential information
3. Definitions: Detailed definitions of key terms including 'Confidential Information', 'Representatives', 'Permitted Purpose', and 'Solicitation'
4. Confidentiality Obligations: Core obligations regarding the protection and non-disclosure of confidential information
5. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees, advisors, or as required by law
6. Non-Solicitation Provisions: Restrictions on soliciting employees, customers, or suppliers, with specific duration and scope
7. Security Measures: Required procedures and safeguards for protecting confidential information
8. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination or request
9. Term and Survival: Duration of the agreement and provisions that survive termination
10. Breach and Remedies: Consequences of breach and available remedies, including injunctive relief
11. Governing Law and Jurisdiction: Specification of Saudi law as governing law and jurisdiction for disputes
12. General Provisions: Standard boilerplate clauses including amendments, notices, and severability
1. Data Protection Compliance: Additional provisions for compliance with Saudi data protection regulations when personal data is involved
2. Intellectual Property Rights: Specific provisions regarding IP rights when confidential information includes intellectual property
3. Export Control: Requirements for compliance with Saudi export control regulations when applicable
4. Sharia Compliance Declaration: Explicit statement of Sharia compliance, particularly relevant for financial institutions or when required by parties
5. Third Party Rights: Provisions regarding the rights of third parties, particularly relevant when group companies are involved
6. Force Majeure: Provisions for unforeseen circumstances preventing performance, if relevant to the context
7. Alternative Dispute Resolution: Procedures for mediation or arbitration before court proceedings, if preferred by parties
1. Schedule 1 - Description of Confidential Information: Detailed categorization and description of confidential information covered
2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive and handle confidential information
3. Schedule 3 - Security Protocols: Specific security measures and procedures to be followed
4. Schedule 4 - Permitted Purpose Details: Detailed description of the permitted use of confidential information
5. Appendix A - Form of Confidentiality Undertaking: Template for confidentiality undertaking to be signed by representatives
6. Appendix B - Data Destruction Certificate: Template certificate confirming destruction of confidential information
Authors
Agreement
Authorized Recipients
Business Day
Business Purpose
Confidential Information
Customer
Disclosing Party
Effective Date
Group
Intellectual Property Rights
Non-Solicitation Period
Permitted Purpose
Personnel
Receiving Party
Representatives
Restricted Business
Restricted Person
Solicitation
Supplier
Term
Trade Secrets
Confidentiality Period
Proprietary Information
Related Person
Security Requirements
Subsidiary
Material Breach
Damages
Dispute
Force Majeure Event
Governing Law
Notice
Parent Company
Personal Data
Professional Advisors
Third Party
Non-Solicitation
Definitions
Term and Termination
Return of Information
Permitted Disclosures
Security Measures
Non-Competition
Intellectual Property
Data Protection
Breach and Remedies
Indemnification
Force Majeure
Governing Law
Dispute Resolution
Notices
Assignment
Severability
Entire Agreement
Amendment
Waiver
Third Party Rights
Counterparts
Survival
Costs
Compliance with Laws
Sharia Compliance
Technology
Financial Services
Healthcare
Manufacturing
Energy & Oil
Construction
Professional Services
Telecommunications
Real Estate
Education
Defense & Security
Retail & Consumer Goods
Transportation & Logistics
Mining & Minerals
Entertainment & Media
Legal
Human Resources
Business Development
Executive Leadership
Procurement
Operations
Research & Development
Finance
Information Technology
Strategy
Compliance
Risk Management
Commercial
Chief Executive Officer
Chief Legal Officer
Legal Counsel
Human Resources Director
Business Development Manager
Project Manager
Procurement Manager
Operations Director
Chief Technology Officer
Research & Development Director
Chief Financial Officer
Investment Manager
Strategy Director
Compliance Officer
Risk Manager
Department Head
Commercial Manager
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