Intellectual Property Non Disclosure Agreement Template for Germany

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Key Requirements PROMPT example:

Intellectual Property Non Disclosure Agreement

"I need an Intellectual Property Non Disclosure Agreement under German law for a joint research project between our biotech company and a university research institute, protecting both parties' existing IP and any new developments, to be effective from March 2025."

Document background

This Intellectual Property Non Disclosure Agreement is essential for any business or organization sharing sensitive intellectual property or proprietary information in Germany. It provides a legally robust framework under German law for protecting confidential information, particularly in contexts involving research and development, technology transfer, business partnerships, or consulting arrangements. The agreement encompasses protection for various forms of intellectual property, including patents, trade secrets, know-how, and proprietary methodologies. It is specifically structured to comply with German legal requirements, including the German Trade Secrets Act (GeschGehG) and relevant EU regulations, making it particularly suitable for domestic German operations as well as international business relationships where German law applies.

Suggested Sections

1. Parties: Identification and details of the disclosing and receiving parties

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

3. Definitions: Key terms including 'Confidential Information', 'Intellectual Property Rights', 'Trade Secrets', and other relevant definitions

4. Scope of Confidential Information: Detailed description of what constitutes confidential information, particularly focusing on IP-related matters

5. Obligations of Confidentiality: Core confidentiality obligations, including handling, storage, and protection of confidential information

6. Permitted Use and Disclosure: Specified purposes for which confidential information may be used and circumstances under which disclosure is permitted

7. Protection Measures: Required security measures and standards for protecting confidential information

8. Return or Destruction of Confidential Information: Procedures for handling confidential information upon termination or request

9. Duration and Survival: Term of the agreement and obligations that survive termination

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

11. Governing Law and Jurisdiction: Specification of German law and jurisdiction

12. Execution: Signature blocks and execution formalities

Optional Sections

1. Third Party Rights: Section addressing rights of third parties, particularly relevant when third-party IP is involved

2. Data Protection: Specific GDPR compliance provisions when personal data is involved

3. Employee and Contractor Obligations: Additional provisions when information will be shared with employees or contractors

4. Export Control: Provisions for handling technology subject to export control regulations

5. Reverse Engineering Prohibition: Specific provisions prohibiting reverse engineering of technical information

6. Non-Competition: Additional non-compete provisions, if appropriate under German law

7. Assignment and Succession: Terms regarding transfer of rights and obligations

8. Severability: Salvatory clause as per German law requirements

Suggested Schedules

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

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

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

4. Schedule 4 - Permitted Purpose: Detailed description of the specific purposes for which confidential information may be used

5. Appendix A - Form of Acknowledgment: Template for acknowledgment by employees or contractors who will access confidential information

6. Appendix B - Data Processing Terms: Additional terms for GDPR compliance where applicable

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

alex.den.21@genieai.co

Relevant legal definitions

Clauses

Relevant Industries

Technology

Pharmaceuticals

Biotechnology

Manufacturing

Automotive

Aerospace

Chemical

Software Development

Research & Development

Healthcare

Engineering

Electronics

Telecommunications

Media & Entertainment

Financial Services

Professional Services

Relevant Teams

Legal

Research and Development

Product Development

Engineering

Innovation

Intellectual Property

Information Technology

Business Development

Manufacturing

Quality Assurance

Compliance

Technology Transfer

Scientific Affairs

Contract Management

Relevant Roles

Chief Technology Officer

Research Director

Intellectual Property Counsel

Legal Counsel

Innovation Manager

Product Development Manager

R&D Engineer

Patent Attorney

Business Development Manager

Technical Consultant

Project Manager

Chief Scientific Officer

Software Architect

Manufacturing Engineer

Quality Assurance Manager

Technology Transfer Officer

Compliance Officer

Contract Manager

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Let's create your Intellectual Property Non Disclosure Agreement

Authors

Alex Denne

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