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Non Disclosure Non Solicitation Agreement
"I need a Non-Disclosure Non-Solicitation Agreement under UAE law for a potential joint venture partnership with a tech company, with special focus on protecting our customer database and preventing the solicitation of our IT development team for 24 months after any discussions end."
1. Parties: Identification of the parties entering into the agreement, including full legal names and addresses
2. Background: Context of the agreement, including the purpose of the relationship between the parties
3. Definitions: Detailed definitions of key terms including 'Confidential Information', 'Non-Solicitation', 'Permitted Purpose', and other relevant terms
4. Scope of Confidentiality: Detailed description of what constitutes confidential information and the scope of protection
5. Confidentiality Obligations: Specific obligations regarding the use, disclosure, and protection of confidential information
6. Non-Solicitation Provisions: Restrictions on soliciting employees, customers, or business relationships
7. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including legal requirements and authorized recipients
8. Security Measures: Required measures for protecting confidential information
9. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination or request
10. Term and Survival: Duration of the agreement and which provisions survive termination
11. Breach and Remedies: Consequences of breach and available remedies including injunctive relief
12. General Provisions: Standard clauses including governing law, jurisdiction, entire agreement, and amendments
1. Data Protection Compliance: Specific provisions for compliance with UAE data protection laws, required when personal data is involved
2. Digital Security Measures: Specific provisions for protecting digital information, needed when electronic data is a significant part of the confidential information
3. Third Party Rights: Provisions regarding the rights of third parties, needed when confidential information belongs to or affects third parties
4. Specific Industry Compliance: Additional compliance requirements for regulated industries like healthcare or financial services
5. International Transfer of Information: Required when confidential information may be transferred outside the UAE
6. Shariah Compliance: Additional provisions ensuring compliance with Shariah law, if required by the parties
7. Competition Law Compliance: Specific provisions ensuring non-solicitation provisions comply with UAE competition laws
1. Schedule 1 - Description of Confidential Information: Detailed list and description of the specific confidential information covered
2. Schedule 2 - Authorized Recipients: List of individuals or entities authorized to receive confidential information
3. Schedule 3 - Security Protocols: Detailed security measures and protocols to be followed
4. Schedule 4 - Restricted Businesses/Customers: Specific list of businesses or customers covered by non-solicitation provisions
5. Appendix A - Form of Confidentiality Undertaking: Template undertaking to be signed by employees or contractors who will access confidential information
Authors
Permitted Purpose
Permitted Recipients
Disclosing Party
Receiving Party
Affiliate
Representatives
Restricted Business
Restricted Period
Protected Employees
Protected Customers
Business Day
Effective Date
Group
Intellectual Property Rights
Personal Data
Trade Secrets
Proprietary Information
Security Requirements
Authorized Personnel
Competitive Business
Confidentiality Period
Data Protection Laws
Disclosing Group
Material Breach
Non-Solicitation Obligations
Professional Advisers
Related Persons
Restricted Territory
Term
Definitions
Confidentiality Obligations
Permitted Disclosures
Non-Solicitation
Non-Competition
Data Protection
Security Measures
Return of Information
Intellectual Property
Term and Termination
Survival
Remedies
Injunctive Relief
Indemnification
Force Majeure
Assignment
Severability
Waiver
Notices
Amendment
Counterparts
Electronic Execution
Third Party Rights
Entire Agreement
Governing Law
Jurisdiction
Dispute Resolution
Language
Compliance with Laws
Technology
Financial Services
Healthcare
Real Estate
Construction
Professional Services
Manufacturing
Retail
Energy
Telecommunications
Education
Media and Entertainment
Transportation and Logistics
Hospitality
Defense and Security
Legal
Human Resources
Executive Leadership
Business Development
Procurement
Information Technology
Research and Development
Operations
Finance
Compliance
Risk Management
Commercial
Chief Executive Officer
Chief Legal Officer
General Counsel
Legal Director
Human Resources Director
Business Development Manager
Project Manager
Procurement Manager
Chief Technology Officer
Chief Financial Officer
Operations Director
Compliance Officer
Risk Manager
Commercial Director
Research and Development Director
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