Non Mutual NDA Template for United Arab Emirates

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Key Requirements PROMPT example:

Non Mutual NDA

"I need a Non-Mutual NDA under UAE law for my technology company to share sensitive product development information with a potential manufacturing partner in Dubai, with special emphasis on protecting our software source code and engineering specifications."

Document background
This Non-Mutual NDA is designed for use in situations where one party (the Disclosing Party) needs to share confidential or proprietary information with another party (the Receiving Party) while maintaining strict control over its use and disclosure. The document is specifically tailored to comply with UAE legal requirements and business practices, incorporating relevant provisions from UAE Federal Laws, including commercial, civil, and data protection regulations. It is particularly useful in business negotiations, potential partnerships, vendor relationships, or investment discussions where unilateral disclosure of sensitive information is necessary. The agreement includes comprehensive definitions of confidential information, clear obligations for the receiving party, and specific provisions for handling and protecting the disclosed information in accordance with UAE law.
Suggested Sections

1. Parties: Identification of the Disclosing Party and Receiving Party with full legal names and addresses

2. Background: Context of the agreement and the purpose for sharing confidential information

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

4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement

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

6. Permitted Disclosures: Circumstances under which the Receiving Party may disclose information to authorized representatives or as required by law

7. Security Measures: Specific measures required to protect confidential information

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

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

10. Breach and Remedies: Consequences of breach and available remedies including injunctive relief

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

Optional Sections

1. Intellectual Property Rights: Section clarifying ownership and IP rights, particularly relevant when confidential information includes IP

2. Data Protection Compliance: Additional provisions when confidential information includes personal data subject to UAE data protection laws

3. Non-Solicitation: Restrictions on soliciting employees or customers, if relevant to the business relationship

4. Residual Rights: Provisions regarding general knowledge and experience gained, if applicable

5. Export Control: Required when confidential information is subject to export control regulations

6. Force Majeure: Provisions for unforeseen circumstances affecting compliance, particularly relevant in long-term NDAs

7. Insurance Requirements: Specific insurance obligations for high-value or sensitive information

8. Audit Rights: Rights to audit compliance with the NDA, useful for highly sensitive information

Suggested Schedules

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

2. Schedule 2 - Authorized Representatives: List of individuals or roles authorized to receive confidential information

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

4. Appendix A - Handling Procedures: Detailed procedures for handling, storing, and transmitting confidential information

5. Appendix B - Form of Acknowledgment: Template for representatives to acknowledge confidentiality obligations

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 Industries

Technology

Financial Services

Healthcare

Manufacturing

Real Estate

Professional Services

Energy and Resources

Telecommunications

Retail and Consumer

Education

Media and Entertainment

Construction

Automotive

Aerospace and Defense

Pharmaceutical

Relevant Teams

Legal

Finance

Human Resources

Research and Development

Information Technology

Business Development

Operations

Procurement

Executive Leadership

Corporate Strategy

Mergers and Acquisitions

Innovation

Product Development

Compliance

Risk Management

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Technology Officer

Legal Counsel

Business Development Manager

Project Manager

Investment Director

Research and Development Director

Procurement Manager

Human Resources Director

Operations Manager

Strategic Planning Director

Technology Consultant

Financial Analyst

Merger & Acquisition Specialist

Product Development Manager

Sales Director

Compliance Officer

Innovation Manager

Corporate Secretary

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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