Non Disclosure Agreement Proprietary Information Template for Malaysia

This Non Disclosure Agreement Proprietary Information template is essential for businesses operating in Malaysia who need to protect sensitive information during commercial relationships, negotiations, or collaborations. The document is specifically structured to comply with Malaysian legal requirements, including the Trade Secrets Act 2021, Contracts Act 1950, and Personal Data Protection Act 2010. It should be used whenever proprietary information needs to be shared with external parties, such as during business negotiations, joint ventures, vendor relationships, or potential investments. The agreement covers various types of confidential information including trade secrets, technical data, business strategies, customer information, and intellectual property, while incorporating Malaysian legal principles regarding confidentiality obligations and enforcement mechanisms.

1. Parties: Identification of the disclosing party and receiving party, including full legal names, registration numbers, and registered addresses

2. Background: Context of the agreement, including the purpose of sharing confidential information and the nature of the business relationship

3. Definitions: Key terms including 'Confidential Information', 'Proprietary Information', 'Permitted Purpose', 'Representatives', and 'Affiliate'

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

5. Obligations of Confidentiality: Core obligations regarding maintaining confidentiality and restrictions on use

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees, advisors, or as required by law

7. Security Measures: Required measures to protect and safeguard confidential information

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

9. Duration and Termination: Term of the agreement and survival of obligations

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

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