The Non-Disclosure Agreement For Product Design is essential when sharing sensitive product design information with third parties in the United States. This agreement is commonly used during product development, manufacturing partnerships, or investment discussions where proprietary design information needs protection. It covers technical drawings, specifications, prototypes, manufacturing processes, and related intellectual property. The document ensures compliance with federal and state trade secret laws while establishing clear guidelines for handling confidential information and consequences for unauthorized disclosure.
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1. Parties: Identification of the disclosing and receiving parties, including legal names and addresses
2. Background: Context of the disclosure, purpose of sharing product design information, and general scope of the agreement
3. Definitions: Key terms including 'Confidential Information', 'Product Design', 'Trade Secrets', 'Intellectual Property', etc.
4. Scope of Confidential Information: Detailed description of what constitutes confidential information in the product design context
5. Obligations of Receiving Party: Duties to maintain confidentiality, permitted uses, and security measures
6. Term and Termination: Duration of the agreement and conditions for termination
7. Return of Confidential Information: Procedures for returning or destroying confidential information
1. Third Party Disclosure: Terms for sharing with contractors or other necessary parties who may need access to the confidential information
2. Employee and Contractor Obligations: Specific requirements for employees and contractors who will be handling confidential information
3. Export Control: Provisions ensuring compliance with export control laws and regulations for regulated technology
4. Reverse Engineering Prohibition: Explicit prohibitions against reverse engineering of product designs and technical information
1. Schedule A - Description of Product Design: Detailed description of the specific product design and related materials covered by the agreement
2. Schedule B - Authorized Personnel: List of individuals authorized to access and handle the confidential information
3. Schedule C - Security Protocols: Detailed security measures and procedures for handling confidential information
4. Schedule D - Marking Requirements: Specific requirements for marking and identifying confidential documents and materials
Relevant legal definitions
Confidential Information
Product Design
Design Documentation
Technical Specifications
Intellectual Property Rights
Trade Secrets
Prototype
Design Materials
Authorized Representatives
Disclosing Party
Receiving Party
Permitted Purpose
Proprietary Information
Design Process
Technical Drawings
CAD Files
Manufacturing Specifications
Design Iterations
Product Development Process
Confidential Materials
Design Features
Industrial Design
Design Patents
Related Know-How
Design Standards
Product Design
Design Documentation
Technical Specifications
Intellectual Property Rights
Trade Secrets
Prototype
Design Materials
Authorized Representatives
Disclosing Party
Receiving Party
Permitted Purpose
Proprietary Information
Design Process
Technical Drawings
CAD Files
Manufacturing Specifications
Design Iterations
Product Development Process
Confidential Materials
Design Features
Industrial Design
Design Patents
Related Know-How
Design Standards
Clauses
Confidentiality Obligations
Permitted Use
Protection of Information
Non-Disclosure
Return of Information
Term and Termination
Intellectual Property Rights
Security Measures
Breach and Remedies
Marking Requirements
Non-Circumvention
No License Grant
Reverse Engineering Prohibition
Third Party Disclosure
Survival
Injunctive Relief
Export Control
Assignment
Governing Law
Jurisdiction
Severability
Amendments
Entire Agreement
Notices
Force Majeure
Indemnification
Warranties and Representations
No Publicity
Permitted Use
Protection of Information
Non-Disclosure
Return of Information
Term and Termination
Intellectual Property Rights
Security Measures
Breach and Remedies
Marking Requirements
Non-Circumvention
No License Grant
Reverse Engineering Prohibition
Third Party Disclosure
Survival
Injunctive Relief
Export Control
Assignment
Governing Law
Jurisdiction
Severability
Amendments
Entire Agreement
Notices
Force Majeure
Indemnification
Warranties and Representations
No Publicity
Relevant Industries
Relevant Teams
Relevant Roles
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