The Non Disclosure Contract is essential for businesses operating in Singapore seeking to protect their proprietary information, trade secrets, and confidential data. This document, governed by Singapore law, is commonly used before business negotiations, during partnerships, or when engaging with vendors, employees, or consultants. It defines what constitutes confidential information, establishes protection mechanisms, and outlines consequences of breach, while ensuring compliance with Singapore's Personal Data Protection Act 2012 and relevant contract law principles.
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1. Parties: Identification of the disclosing and receiving parties, including their registered addresses and company registration details
2. Background: Context and purpose of the NDA, explaining the relationship between parties and reason for sharing confidential information
3. Definitions: Detailed definitions of key terms including 'Confidential Information', 'Representatives', 'Permitted Purpose'
4. Confidentiality Obligations: Core obligations regarding the handling, protection, and non-disclosure of confidential information
5. Permitted Disclosures: Circumstances under which disclosure is allowed, including to employees, advisors, or as required by law
6. Term and Termination: Duration of the agreement and provisions for early termination
7. Return of Information: Obligations regarding return or destruction of confidential information upon termination or request
8. Governing Law: Specification of Singapore law as governing law and jurisdiction for disputes
1. Non-Solicitation: Prevents poaching of employees, clients, or suppliers during and after the agreement term
2. Non-Competition: Restricts competitive activities between parties during the confidential relationship
3. Specific Project Terms: Additional terms and conditions specific to particular projects or business relationships
4. Data Protection: PDPA compliance provisions for handling personal data and data protection obligations
1. Schedule 1 - Confidential Information: Detailed list and categories of specific confidential information covered by the agreement
2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive and handle confidential information
3. Schedule 3 - Specific Projects: Details of specific projects or business activities covered by the NDA
4. Schedule 4 - Security Measures: Required security protocols and measures for protecting confidential information
Relevant legal definitions
Clauses
Confidentiality Obligations
Non-Disclosure
Permitted Use
Information Protection
Return of Information
Term and Duration
Exceptions to Confidentiality
Data Protection
Intellectual Property
Non-Solicitation
Non-Competition
Remedies
Indemnification
Assignment
Governing Law
Dispute Resolution
Severability
Entire Agreement
Notices
Force Majeure
Non-Disclosure
Permitted Use
Information Protection
Return of Information
Term and Duration
Exceptions to Confidentiality
Data Protection
Intellectual Property
Non-Solicitation
Non-Competition
Remedies
Indemnification
Assignment
Governing Law
Dispute Resolution
Severability
Entire Agreement
Notices
Force Majeure
Relevant Industries
Relevant Teams
Relevant Roles
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