This NDA Between Two Companies is essential for businesses operating in the UAE who need to protect confidential information during business discussions, negotiations, or collaborations. The document is structured to comply with UAE legal requirements, including the UAE Civil Code and Federal Laws governing commercial transactions and data protection. It's particularly relevant for companies engaging in preliminary discussions, due diligence processes, joint ventures, or any situation requiring the exchange of sensitive business information. The agreement includes comprehensive provisions for defining confidential information, outlining usage restrictions, specifying security measures, and establishing remedies under UAE law. It's designed to accommodate both local UAE companies and international businesses operating within the UAE jurisdiction.
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1. Parties: Identification of the two companies entering into the NDA, including full legal names, registration numbers, and registered addresses
2. Background: Context of the relationship and purpose of sharing confidential information
3. Definitions: Key terms including 'Confidential Information', 'Representatives', 'Permitted Purpose', and other relevant definitions
4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement
5. Obligations of Confidentiality: Core confidentiality obligations and standard of care required
6. Permitted Disclosures: Circumstances under which confidential information may be disclosed
7. Security Measures: Required security measures for protecting confidential information
8. Return or Destruction of Information: Obligations regarding the return or destruction of confidential information
9. Duration and Survival: Term of the agreement and surviving obligations
10. Breach and Remedies: Consequences of breach and available remedies under UAE law
11. General Provisions: Standard provisions including notices, amendments, severability, and governing law
1. Data Protection Compliance: Additional provisions for compliance with UAE data protection laws when personal data is involved
2. Intellectual Property Rights: Specific provisions regarding IP rights when technical or proprietary information is shared
3. Non-Solicitation: Restrictions on soliciting employees or clients, if relevant to the business relationship
4. Language Precedence: Required when the agreement is bilingual, establishing which language version prevails
5. Export Control: Required when dealing with technical data subject to export control regulations
6. Competitive Restrictions: Additional restrictions on competitive activities, if appropriate for the business relationship
1. Schedule 1 - Specified Purpose: Detailed description of the permitted purpose for information sharing
2. Schedule 2 - Security Protocols: Specific security measures and protocols to be followed
3. Schedule 3 - Authorized Representatives: List of authorized representatives who may access confidential information
4. Appendix A - Types of Confidential Information: Detailed categorization of confidential information covered
5. Appendix B - Return/Destruction Certificate: Template certificate for confirming return or destruction of confidential information
Authors
Relevant legal definitions
Clauses
Relevant Industries
Technology
Financial Services
Manufacturing
Healthcare
Real Estate
Professional Services
Energy
Construction
Retail
Telecommunications
Logistics
Consulting
Automotive
Aerospace
Education
Media and Entertainment
Relevant Teams
Legal
Corporate Development
Executive Leadership
Business Development
Research and Development
Operations
Finance
Human Resources
Information Technology
Procurement
Strategy
Mergers and Acquisitions
Innovation
Commercial
Relevant Roles
Chief Executive Officer
Managing Director
Legal Counsel
Chief Legal Officer
Business Development Manager
Chief Financial Officer
Project Manager
Operations Director
Research and Development Director
Chief Technology Officer
Head of Strategy
Chief Operating Officer
Procurement Manager
Human Resources Director
Commercial Manager
Investment Manager
Corporate Development Manager
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