Non Disclosure Agreement Trade Secret Template for India

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Key Requirements PROMPT example:

Non Disclosure Agreement Trade Secret

"I need a Non Disclosure Agreement Trade Secret for my AI technology company based in Bangalore, to protect our proprietary machine learning algorithms when sharing them with potential investors and development partners during a Series B funding round starting March 2025."

Document background
This Non-Disclosure Agreement Trade Secret template is designed for use in situations where organizations or individuals need to protect highly sensitive proprietary information and trade secrets in India. It becomes particularly relevant when parties need to share valuable technical, commercial, or operational secrets during business negotiations, joint ventures, or strategic partnerships. The document addresses the unique aspects of trade secret protection under Indian law, where unlike many western jurisdictions, there is no specific trade secret statute, and protection relies on contract law and equity principles. It includes enhanced security protocols, specific handling requirements, and robust enforcement mechanisms suitable for the Indian legal system. The agreement is structured to provide maximum protection while remaining enforceable under Indian courts, incorporating relevant provisions from the Indian Contract Act, 1872, and other applicable laws.
Suggested Sections

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

2. Background: Context of the agreement, relationship between parties, and purpose of sharing confidential information

3. Definitions: Detailed definitions of Confidential Information, Trade Secrets, Permitted Purpose, Authorized Representatives, and other key terms

4. Scope of Confidential Information: Specific description of what constitutes confidential information and trade secrets under the agreement

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

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed and to whom

7. Security Measures: Specific security protocols required for protecting trade secrets and confidential information

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

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

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

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

Optional Sections

1. Non-Solicitation: Prevents poaching of employees or clients, recommended when sharing sensitive business information

2. Digital Security Protocols: Specific requirements for digital storage and transmission, necessary when dealing with electronic trade secrets

3. Audit Rights: Rights to audit compliance with security measures, useful for highly sensitive trade secrets

4. Export Control: Compliance with export control laws, needed when trade secrets involve controlled technology

5. Data Privacy Compliance: Additional provisions for personal data protection, required when confidential information includes personal data

6. Competitive Restrictions: Additional restrictions on competitive activities, useful in specific industry contexts

7. Insurance Requirements: Obligations to maintain specific insurance coverage, relevant for high-value trade secrets

Suggested Schedules

1. Schedule A - Description of Trade Secrets: Detailed description of specific trade secrets covered by the agreement

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

3. Schedule C - Security Protocols: Detailed security measures and procedures for handling trade secrets

4. Schedule D - Permitted Purpose Details: Specific details of how the confidential information may be used

5. Appendix 1 - Notice Requirements: Contact details and procedures for serving notices under the agreement

6. Appendix 2 - 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
Clauses
Relevant Industries

Information Technology

Pharmaceuticals

Manufacturing

Biotechnology

Chemical Industry

Automotive

Aerospace

Research & Development

Financial Services

Healthcare

Consumer Electronics

Food & Beverage

Industrial Engineering

Software Development

Artificial Intelligence

Relevant Teams

Legal

Research and Development

Information Technology

Product Development

Executive Leadership

Business Development

Information Security

Operations

Innovation

Strategic Planning

Intellectual Property

Corporate Development

Engineering

Scientific Research

Relevant Roles

Chief Executive Officer

Chief Technology Officer

Legal Counsel

Intellectual Property Manager

Research Director

Business Development Manager

Innovation Manager

Product Development Manager

Chief Information Security Officer

Operations Director

Project Manager

Technical Consultant

Contract Manager

Chief Scientific Officer

Research Scientist

Strategic Partnership Manager

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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