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Confidentiality Agreement

Confidentiality Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Confidentiality Agreement Template

"I need a Confidentiality Agreement Template under UAE law for my Dubai-based technology company to use with potential investors and business partners during our Series B funding round in March 2025, with specific provisions for protecting our proprietary software and technical information."

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Document background
This Confidentiality Agreement Template is designed for use in the United Arab Emirates, addressing the need for robust protection of confidential information in various business contexts. The template is structured to comply with UAE Federal Laws, including Law No. 5 of 1985 (Civil Code), Law No. 18 of 1993 (Commercial Transactions Law), and recent data protection regulations. It provides a framework for protecting sensitive business information, trade secrets, and proprietary data, while incorporating specific provisions required under UAE law. The template is particularly relevant for businesses operating in UAE free zones, mainland companies, and international entities engaging in business relationships within the UAE jurisdiction. This document includes essential provisions for confidentiality obligations, permitted disclosures, data protection compliance, and enforcement mechanisms recognized under UAE law.
Suggested Sections

1. Parties: Identification of all parties to the agreement, including full legal names, addresses, and registration details as per UAE requirements

2. Background: Context of the agreement, relationship between parties, and purpose of sharing confidential information

3. Definitions: Detailed definitions including 'Confidential Information', 'Permitted Purpose', 'Representatives', and other key terms used in the agreement

4. Confidentiality Obligations: Core obligations regarding the protection and non-disclosure of confidential information

5. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees, advisors, or as required by law

6. Security Measures: Specific measures required to protect confidential information, aligned with UAE cybersecurity and data protection requirements

7. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination or request

8. Duration and Survival: Term of the agreement and which provisions survive termination

9. Breach and Remedies: Consequences of breach, including remedies available under UAE law

10. General Provisions: Standard clauses including governing law, jurisdiction, entire agreement, and amendments

Optional Sections

1. Data Protection Compliance: Specific provisions for compliance with UAE data protection laws, required when personal data is involved

2. Intellectual Property Rights: Additional provisions protecting IP rights, needed when confidential information includes IP

3. Non-Solicitation: Restrictions on soliciting employees or customers, relevant for business relationships

4. Export Control: Provisions regarding compliance with UAE export control regulations, needed for international transfers of technical data

5. Shariah Compliance: Additional provisions ensuring compliance with Shariah law, relevant for Islamic financial institutions

6. Electronic Information Security: Specific provisions for digital information security, needed when confidential information is primarily electronic

7. Competitive Restrictions: Additional non-compete provisions, relevant for business partnerships

Suggested Schedules

1. Schedule 1 - Description of Confidential Information: Detailed description or categories of information covered by the agreement

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

3. Schedule 3 - Security Protocols: Specific security measures and protocols to be followed

4. Appendix A - Form of Acknowledgment: Template acknowledgment form for representatives who will have access to confidential information

Authors

Alex Denne

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant Industries

Technology & Software

Financial Services

Healthcare

Real Estate & Construction

Energy & Resources

Professional Services

Manufacturing

Retail & Consumer Goods

Telecommunications

Media & Entertainment

Education

Aviation & Logistics

Hospitality & Tourism

Islamic Finance

Free Zone Companies

Relevant Teams

Legal

Human Resources

Compliance

Information Security

Business Development

Research & Development

Procurement

Operations

Commercial

Strategy

Risk Management

Corporate Governance

Information Technology

Finance

Executive Leadership

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Legal Counsel

Compliance Officer

Human Resources Director

Business Development Manager

Project Manager

Procurement Manager

Investment Director

Research & Development Director

Information Security Officer

Operations Manager

Commercial Director

Strategy Consultant

Technology Officer

Department Head

Contract Administrator

Industries
UAE Federal Law No. 5 of 1985 (Civil Code): Governs contractual relationships and obligations, including general principles of confidentiality in contractual relationships and remedies for breach of contract
UAE Federal Law No. 3 of 1987 (Penal Code): Contains provisions criminalizing the disclosure of secrets and confidential information, particularly relevant for enforcement of NDAs
UAE Federal Law No. 18 of 1993 (Commercial Transactions Law): Provides protection for trade secrets and confidential commercial information in business relationships
UAE Federal Decree-Law No. 5 of 2012 (Cybercrime Law): Covers protection of electronic data and information, including penalties for unauthorized access to confidential information
DIFC Data Protection Law No. 5 of 2020: Relevant for companies operating in Dubai International Financial Centre, providing specific requirements for handling personal and confidential data
UAE Federal Decree-Law No. 45 of 2021 (Data Protection Law): Regulates the collection, processing, and transfer of personal data and protection of privacy of individuals
UAE Federal Law No. 1 of 2006 (Electronic Commerce Law): Governs electronic transactions and records, relevant when confidential information is shared or stored electronically
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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