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Boilerplate Non Disclosure Agreement

Boilerplate Non Disclosure Agreement Template for India

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Key Requirements PROMPT example:

Boilerplate Non Disclosure Agreement

"I need a Boilerplate Non Disclosure Agreement for my technology startup in Bangalore, protecting our AI algorithms and source code, which we'll be sharing with potential investors during our Series A funding round in March 2025."

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Document background
This Boilerplate Non-Disclosure Agreement is essential for businesses and individuals operating in India who need to protect confidential information during business discussions, negotiations, or ongoing business relationships. The document is designed to comply with Indian contract law and related legislation, incorporating established legal principles from Indian courts regarding confidentiality protection. It serves as a foundational document for initiating business relationships, due diligence processes, employment relationships, or vendor engagements where sensitive information needs to be shared. The agreement can be customized for specific industry requirements while maintaining its core protective elements and enforceability under Indian law. This template is particularly useful for organizations that frequently engage with external parties and need a standardized approach to confidentiality protection.
Suggested Sections

1. Parties: Identification of the disclosing and receiving parties, including registered addresses and company details

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

3. Definitions: Definition of 'Confidential Information' and other key terms used throughout the agreement

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

5. Obligations of Confidentiality: Core confidentiality obligations and permitted uses of confidential information

6. Exclusions: Information that does not qualify as confidential information

7. Term and Survival: Duration of the agreement and surviving obligations

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

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

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

Optional Sections

1. Security Measures: Specific security protocols required for protecting confidential information, particularly relevant for technical or highly sensitive information

2. Permitted Disclosures: Specific circumstances under which disclosure is permitted to third parties, useful when third-party contractors or advisors need access

3. Non-Solicitation: Restrictions on soliciting employees or customers, relevant when parties have access to personnel or customer information

4. Data Privacy Compliance: Specific provisions for handling personal data, necessary when confidential information includes personal data

5. Export Control: Provisions for compliance with export control laws, relevant for international transactions or technical data

6. Competitive Restrictions: Additional restrictions on competitive activities, useful when sharing business-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 authorized to receive and handle confidential information

3. Schedule 3 - Security Protocols: Specific security measures and procedures for handling confidential information

4. Appendix A - Notification Requirements: Contact details and procedures for required notices under the agreement

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant Industries

Information Technology

Manufacturing

Professional Services

Healthcare

Financial Services

Retail

Real Estate

Education

Telecommunications

Research and Development

Biotechnology

E-commerce

Construction

Energy

Media and Entertainment

Relevant Teams

Legal

Human Resources

Business Development

Research and Development

Information Technology

Finance

Operations

Sales

Procurement

Compliance

Strategy

Executive Leadership

Product Development

Corporate Communications

Risk Management

Relevant Roles

Chief Executive Officer

Legal Counsel

Human Resources Manager

Business Development Manager

Project Manager

Research Director

Chief Technology Officer

Procurement Manager

Investment Analyst

Operations Manager

Sales Director

Chief Financial Officer

Product Manager

Strategy Consultant

Compliance Officer

Industries
Indian Contract Act, 1872: Fundamental law governing contract formation, validity, and enforcement in India. Sections 23-28 are particularly relevant for determining lawful consideration and object of agreements.
Information Technology Act, 2000: Relevant for electronic records and digital signatures if the NDA is executed electronically, and also contains provisions about data protection and confidentiality in electronic form.
Copyright Act, 1957: Protects original works and confidential information that may be in written or recorded form, which is often covered under NDAs.
Trade Secrets Protection (Common Law): While India doesn't have specific trade secret legislation, protection is governed by common law principles and equitable remedies for breach of confidence.
Specific Relief Act, 1963: Provides remedies including injunctive relief in case of breach of confidentiality obligations.
Indian Evidence Act, 1872: Relevant for enforceability of the agreement and handling of confidential information in legal proceedings.
Companies Act, 2013: Contains provisions regarding maintenance of confidentiality of company information and director's duties regarding confidential information.
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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