Mutual Non Circumvention Non Disclosure Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Mutual Non Circumvention Non Disclosure Agreement

"I need a Mutual Non Circumvention Non Disclosure Agreement for a potential joint venture between my UAE-based technology company and a European software developer, with strong IP protection clauses and specific provisions for source code protection, to be effective from March 2025."

Document background
The Mutual Non Circumvention Non Disclosure Agreement (NCNDA) is essential for businesses operating in the UAE who are entering into preliminary discussions about potential business opportunities or partnerships. This document is particularly relevant in the UAE business environment where relationship-based business practices are common and protection of business connections is crucial. The agreement serves a dual purpose: preventing parties from bypassing each other to directly approach their business contacts or opportunities (non-circumvention), while also protecting confidential information shared during business discussions (non-disclosure). It is commonly used during initial business discussions, due diligence processes, or when exploring potential partnerships, and must comply with UAE Federal Laws including commercial law, data protection regulations, and competition law requirements.
Suggested Sections

1. Parties: Identification of all parties to the agreement with full legal names and addresses

2. Background: Context of the agreement and general purpose for entering into the NCNDA

3. Definitions: Definitions of key terms including 'Confidential Information', 'Business Opportunity', 'Circumvention', and other relevant terms

4. Non-Disclosure Obligations: Detailed obligations regarding the protection and non-disclosure of confidential information

5. Non-Circumvention Obligations: Obligations regarding not circumventing the other party in business dealings and opportunities

6. Term and Termination: Duration of the agreement and circumstances for termination

7. Permitted Disclosures: Circumstances under which confidential information may be disclosed

8. Return of Confidential Information: Obligations regarding the return or destruction of confidential information

9. Remedies: Legal remedies available in case of breach, including injunctive relief

10. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes

11. General Provisions: Standard boilerplate clauses adapted for UAE law including severability, entire agreement, etc.

Optional Sections

1. Specific Business Opportunity: Used when the NCNDA relates to a specific business opportunity rather than general business discussions

2. Intellectual Property Rights: Used when specific IP rights need to be protected beyond general confidential information

3. International Provisions: Used when parties are from different jurisdictions or business involves cross-border elements

4. Data Protection: Used when personal data or sensitive electronic data is involved, incorporating UAE data protection law requirements

5. Industry-Specific Provisions: Used when specific industry regulations or requirements need to be addressed

6. Shariah Compliance: Used when parties specifically require Shariah-compliant provisions

7. Duration of Obligations: Used when specific obligations need different duration periods

8. Authorized Representatives: Used when specific individuals need to be designated for handling confidential information

Suggested Schedules

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

2. Schedule 2 - Business Opportunity: Description of specific business opportunity if applicable

3. Schedule 3 - Authorized Representatives: List of authorized representatives and their contact details

4. Schedule 4 - Security Procedures: Specific procedures for handling and protecting confidential information

5. Appendix A - Acknowledgment Form: Form for additional parties or representatives to acknowledge the NCNDA

6. Appendix B - Destruction Certificate: Template certificate for confirming destruction of 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

Relevant legal definitions
Relevant Industries

Technology

Financial Services

Real Estate

Manufacturing

Healthcare

Energy

Construction

Professional Services

Trading

Telecommunications

Education

Hospitality

Maritime

Aviation

Retail

Relevant Teams

Legal

Business Development

Executive Leadership

Operations

Finance

Sales

Procurement

Research & Development

Strategy

Commercial

Information Technology

Corporate Development

Risk Management

Compliance

Project Management

Relevant Roles

Chief Executive Officer

Managing Director

Business Development Manager

Legal Counsel

Chief Financial Officer

Operations Director

Project Manager

Procurement Manager

Sales Director

Strategic Partnership Manager

Investment Manager

Commercial Director

Contracts Manager

Research & Development Director

Chief Technology 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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