The Non-Disclosure Agreement For Clients is a crucial legal document used in the Philippine business environment to establish confidentiality obligations between service providers and their clients. This agreement becomes necessary when parties need to share sensitive information during business discussions, service delivery, or potential collaborations. The document is drafted in compliance with Philippine legislation, including the Civil Code, Data Privacy Act of 2012, and Intellectual Property Code, ensuring robust protection for confidential information, trade secrets, and personal data. It's particularly important in the Philippine context where data privacy regulations have become increasingly stringent, and businesses need to demonstrate clear compliance with local laws while maintaining international best practices for information protection.
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1. Parties: Identification of the disclosing party and receiving party with complete legal names and addresses
2. Background: Context of the relationship between parties and purpose of sharing confidential information
3. Definitions: Clear definitions of 'Confidential Information', 'Authorized Personnel', 'Permitted Purpose' and other key terms
4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement
5. Obligations of Confidentiality: Core confidentiality obligations, including handling, storage, and protection of confidential information
6. Permitted Uses and Disclosures: Specific circumstances under which confidential information may be used or disclosed
7. Term and Survival: Duration of the agreement and surviving obligations after termination
8. Return or Destruction of Confidential Information: Requirements for handling confidential information upon termination or request
9. Breach and Remedies: Consequences of breach and available legal remedies including injunctive relief
10. General Provisions: Standard provisions including governing law, jurisdiction, amendments, and notices
1. Data Privacy Compliance: Additional provisions specifically addressing compliance with the Data Privacy Act of 2012 - include when personal data is involved
2. Electronic Information Security: Specific provisions for protecting electronic data and information systems - include for digital assets
3. Third Party Disclosure: Provisions governing disclosure to third party contractors or advisors - include when third party access may be needed
4. Intellectual Property Rights: Specific provisions protecting IP rights - include when confidential information includes IP
5. Non-Solicitation: Restrictions on soliciting employees or customers - include when business relationship involves access to personnel or customer information
6. Export Control: Provisions regarding international transfer of information - include for cross-border relationships
7. Competing Activities: Restrictions on competing activities - include when sharing business-sensitive information
1. Schedule 1 - Authorized Personnel: List of personnel authorized to access confidential information
2. Schedule 2 - Security Protocols: Detailed security measures and protocols for handling confidential information
3. Schedule 3 - Forms: Standard forms including confidentiality acknowledgments for authorized personnel
4. Appendix A - Categories of Confidential Information: Detailed categorization of types of confidential information covered
5. Appendix B - Notification Requirements: Specific procedures for mandatory notifications including security breaches
Authors
Relevant legal definitions
Clauses
Relevant Industries
Professional Services
Information Technology
Financial Services
Healthcare
Manufacturing
Consulting
Legal Services
Real Estate
Engineering
Construction
Education
Telecommunications
Research and Development
Biotechnology
Marketing and Advertising
Relevant Teams
Legal
Compliance
Business Development
Client Services
Sales
Operations
Information Security
Data Protection
Executive Leadership
Contract Administration
Account Management
Project Management
Relevant Roles
Chief Executive Officer
Managing Director
Business Development Manager
Client Services Manager
Legal Counsel
Compliance Officer
Project Manager
Account Executive
Sales Director
Operations Manager
Information Security Officer
Data Protection Officer
Contract Manager
Partnership Manager
Chief Operating Officer
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