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Technology Non Disclosure Agreement Template for Denmark

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Key Requirements PROMPT example:

Technology Non Disclosure Agreement

I need a Technology Non Disclosure Agreement under Danish law for my AI software company to protect our machine learning algorithms and source code when sharing them with a potential manufacturing partner in Copenhagen; the agreement should be particularly strong on technical data protection and include cloud security provisions.

What is a Technology Non Disclosure Agreement?

This Technology Non Disclosure Agreement is essential for any business or organization sharing sensitive technical information, intellectual property, or trade secrets in Denmark. The agreement is particularly crucial in technology development, R&D collaborations, technology licensing discussions, and technical due diligence processes. It incorporates specific requirements under Danish law, including provisions from the Danish Trade Secrets Act and consideration of EU regulations such as GDPR. The document is designed to protect various forms of technical information including software code, technical specifications, algorithms, research data, and development methodologies. It is commonly used in situations involving technology transfer, joint development projects, technology evaluation, or when engaging with technical consultants or service providers in Denmark.

What sections should be included in a Technology Non Disclosure Agreement?

1. Parties: Identification of the disclosing and receiving parties, including company registration numbers (CVR numbers for Danish companies)

2. Background: Context of the disclosure relationship and purpose of sharing confidential information

3. Definitions: Key terms including 'Confidential Information', 'Technical Data', 'Trade Secrets', 'Authorized Recipients', and 'Permitted Purpose'

4. Scope of Confidential Information: Detailed description of what constitutes confidential information, with specific focus on technical data, know-how, and trade secrets

5. Obligations of Confidentiality: Core confidentiality obligations, including handling, storage, and protection of confidential information

6. Permitted Disclosures: Circumstances under which confidential information may be shared with authorized recipients

7. Security Measures: Required technical and organizational measures for protecting confidential information

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

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

10. Surviving Obligations: Obligations that continue after termination of the agreement

11. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for disputes

What sections are optional to include in a Technology Non Disclosure Agreement?

1. Data Protection: Required when confidential information includes personal data or data processing methods subject to GDPR

2. Intellectual Property Rights: Required when confidential information includes patentable innovations or copyrightable works

3. Express Prohibitions: Specific prohibited activities, recommended when reverse engineering or competitive analysis are concerns

4. Digital Security Measures: Specific provisions for digital storage and transmission, recommended for primarily digital information exchange

5. Audit Rights: Right to audit compliance, recommended for high-value technical information

6. Insurance Requirements: Required when dealing with highly sensitive technical data that could cause significant damage if breached

7. Specific Performance: Right to seek injunctive relief, recommended for highly sensitive technical information

8. Employee and Subcontractor Obligations: Required when recipients need to share information with employees or subcontractors

What schedules should be included in a Technology Non Disclosure Agreement?

1. Schedule 1 - Description of Technical Information: Detailed categorization and description of the technical information covered

2. Schedule 2 - Authorized Recipients: List of individuals or roles authorized to access the confidential information

3. Schedule 3 - Security Protocols: Specific technical and organizational security measures required

4. Schedule 4 - Data Processing Requirements: Required when personal data is involved, detailing GDPR compliance measures

5. Appendix A - Format for Marking Confidential Information: Ƶ and requirements for marking confidential materials

6. Appendix B - Information Return/Destruction Certificate: Template certificate for confirming return or destruction of 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


















































Clauses






























Relevant Industries

Information Technology

Software Development

Biotechnology

Fintech

Artificial Intelligence and Machine Learning

Internet of Things (IoT)

Telecommunications

Cybersecurity

Cloud Computing

Research and Development

Manufacturing Technology

Clean Technology

Healthcare Technology

Industrial Automation

Digital Services

Relevant Teams

Legal

Information Technology

Research & Development

Information Security

Product Development

Innovation

Technical Operations

Intellectual Property

Data Protection

Engineering

Software Development

Quality Assurance

Technical Support

System Architecture

Cloud Operations

Relevant Roles

Chief Technology Officer

Technical Director

Software Engineer

R&D Manager

IT Security Manager

Technical Project Manager

System Architect

Innovation Director

Technical Consultant

Product Development Manager

Information Security Officer

Technology Transfer Officer

Patent Manager

Technical Operations Manager

Research Scientist

Development Engineer

Technical Account Manager

IP Counsel

Data Protection Officer

Chief Information Officer

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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