Vendor NDA Template for India

This Vendor NDA template is designed for use in the Indian jurisdiction when companies need to share confidential information with their vendors, suppliers, or service providers. The document is structured to comply with Indian contract law requirements and provides comprehensive protection for confidential information shared in the course of business relationships. It should be used before engaging with new vendors or updating confidentiality obligations with existing vendors who may have access to sensitive business information, trade secrets, technical data, or other proprietary information. The agreement includes essential provisions required under Indian law for enforceability, specific security measures, and remedies available under Indian jurisdiction.

1. Parties: Identification of the disclosing party (company) and receiving party (vendor), including full legal names, addresses, and company registration details

2. Background: Context of the vendor relationship and purpose of sharing confidential information

3. Definitions: Detailed definitions including 'Confidential Information', 'Permitted Purpose', 'Authorized Representatives', 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 vendor regarding the protection and non-disclosure of confidential information

6. Permitted Use and Disclosure: Specific circumstances under which the vendor may use or disclose the confidential information

7. Security Measures: Required security measures for protecting confidential information

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

9. Term and Survival: Duration of the agreement and which obligations 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