NDA Non Disparagement Template for Australia

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Key Requirements PROMPT example:

NDA Non Disparagement

"I need an NDA Non Disparagement agreement to protect confidential information and prevent negative statements following the departure of our senior marketing executive, who will be joining a competitor in March 2025."

Document background
The NDA Non Disparagement agreement is designed for use in Australian business contexts where parties need to protect both confidential information and professional reputation. It is particularly valuable during business transitions, employment separations, or settlement of disputes. The document combines standard confidentiality provisions with specific non-disparagement clauses, ensuring compliance with Australian privacy laws, employment regulations, and contract law principles. This agreement type is commonly used when there's a need to protect sensitive business information while also maintaining professional relationships and preventing potentially damaging communications. It provides legal remedies under Australian law for both confidentiality breaches and disparaging conduct.
Suggested Sections

1. Parties: Identifies and defines all parties to the agreement, including their legal names, addresses, and ACN/ABN if applicable

2. Background: Explains the context and purpose of the agreement, including the relationship between the parties

3. Definitions: Defines key terms used throughout the agreement, including 'Confidential Information', 'Disparagement', and 'Permitted Disclosures'

4. Confidentiality Obligations: Details the core confidentiality obligations, including scope of protected information and duty of care

5. Non-Disparagement Obligations: Specifies the non-disparagement requirements, including prohibited actions and communications

6. Permitted Disclosures: Outlines circumstances where disclosure is permitted, including legal requirements and authorized recipients

7. Term and Survival: Specifies the duration of the agreement and which provisions survive termination

8. Return of Confidential Information: Requirements for returning or destroying confidential information upon request or termination

9. Breach and Remedies: Describes consequences of breach and available remedies, including injunctive relief

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

Optional Sections

1. Social Media and Online Conduct: Additional provisions specifically addressing online behavior and social media posts, recommended when parties have significant online presence

2. Third Party Obligations: Provisions extending obligations to related entities or requiring parties to ensure compliance by their representatives, useful for corporate parties

3. Mutual Non-Disparagement: Alternative section structure when non-disparagement obligations are mutual rather than one-way

4. Intellectual Property: Additional provisions protecting IP rights when confidential information includes trade secrets or proprietary technology

5. Dispute Resolution: Detailed alternative dispute resolution procedures, recommended for high-value or complex relationships

6. Media Communications: Specific provisions regarding media statements and press releases, important for public figures or companies

Suggested Schedules

1. Schedule 1 - Specified Confidential Information: Detailed list or categories of information deemed confidential under the agreement

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

3. Schedule 3 - Related Entities: List of related entities bound by or protected under the agreement

4. Appendix A - Acknowledgment Form: Form for authorized recipients to acknowledge their confidentiality obligations

5. Appendix B - Return/Destruction Certificate: Template certificate confirming return or 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

Healthcare

Professional Services

Media and Entertainment

Manufacturing

Retail

Education

Telecommunications

Legal Services

Biotechnology

Real Estate

Construction

Mining and Resources

Relevant Teams

Human Resources

Legal

Executive Leadership

Corporate Communications

Public Relations

Operations

Research and Development

Sales

Marketing

Information Technology

Finance

Business Development

Relevant Roles

Chief Executive Officer

Human Resources Director

Legal Counsel

Department Manager

Senior Executive

Project Manager

Business Development Manager

Operations Director

Communications Manager

Research Director

Sales Manager

Technology Officer

Financial Controller

Department Head

Executive Assistant

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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