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Non Disclosure And Restricted Use Agreement Template for Denmark

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Key Requirements PROMPT example:

Non Disclosure And Restricted Use Agreement

I need a Non-Disclosure and Restricted Use Agreement under Danish law for sharing our proprietary software code with a potential business partner, with strict usage limitations allowing them to only test the code in their development environment and preventing any reverse engineering.

What is a Non Disclosure And Restricted Use Agreement?

The Non-Disclosure and Restricted Use Agreement is essential for businesses and individuals operating under Danish jurisdiction who need to share sensitive information while maintaining strict control over its use. This document is particularly relevant in today's digital business environment where data protection is paramount. It combines traditional confidentiality provisions with specific usage restrictions, making it more comprehensive than a standard NDA. The agreement ensures compliance with Danish legal requirements, including the Trade Secrets Act and GDPR, while providing clear guidelines for information handling, security measures, and consequences of breach. It's commonly used in business negotiations, strategic partnerships, employee relationships, and any situation where proprietary or confidential information needs to be shared with specific usage limitations.

What sections should be included in a Non Disclosure And Restricted Use Agreement?

1. Parties: Identification of the disclosing and receiving parties, including full legal names and registered addresses

2. Background: Context of the agreement, including the purpose of sharing confidential information and the general nature of the business relationship

3. Definitions: Definitions of key terms, especially 'Confidential Information', 'Permitted Purpose', and 'Representatives'

4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement

5. Permitted Use: Specific permitted uses of the confidential information and explicit restrictions on use

6. Confidentiality Obligations: Core obligations regarding protecting and maintaining confidentiality of the information

7. Security Measures: Required security measures for protecting confidential information

8. Return or Destruction: Obligations regarding return or destruction of confidential information upon request or termination

9. Term and Termination: Duration of the agreement and termination provisions

10. Breach and Remedies: Consequences of breach and available remedies including injunctive relief

11. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and entire agreement

What sections are optional to include in a Non Disclosure And Restricted Use Agreement?

1. Permitted Disclosures: Special circumstances where disclosure is permitted, used when there are specific third parties who need access

2. Data Protection: Specific provisions for handling personal data, required when confidential information includes personal data

3. Intellectual Property Rights: Provisions clarifying IP ownership and licenses, needed when confidential information includes IP

4. Non-Solicitation: Restrictions on soliciting employees or customers, included when there's risk of talent or customer poaching

5. Export Control: Provisions for international data transfer restrictions, needed for cross-border information sharing

6. Audit Rights: Rights to audit compliance with the agreement, included for high-sensitivity information

7. Insurance Requirements: Specific insurance requirements, included for high-value or high-risk information

What schedules should be included in a Non Disclosure And Restricted Use Agreement?

1. Schedule 1 - Description of Confidential Information: Detailed list or categories of confidential information covered

2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive and handle the confidential information

3. Schedule 3 - Security Protocols: Specific security measures and protocols required for handling the information

4. Appendix A - Permitted Purpose Details: Detailed description of the specific permitted uses of the confidential information

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions




























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Relevant Industries

Technology

Healthcare

Financial Services

Manufacturing

Research & Development

Professional Services

Biotechnology

Energy

Telecommunications

Retail

Education

Defense

Media & Entertainment

Real Estate

Pharmaceuticals

Relevant Teams

Legal

Human Resources

Research & Development

Executive Leadership

Business Development

Procurement

Information Technology

Finance

Compliance

Innovation

Strategic Partnerships

Intellectual Property

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Legal Counsel

Business Development Manager

Research Director

Human Resources Director

Chief Technology Officer

Project Manager

Procurement Manager

Investment Manager

Chief Financial Officer

Innovation Director

Strategic Partnerships Manager

Compliance Officer

Intellectual Property Manager

Industries






Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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