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NDA For Developers
"I need an NDA For Developers to protect our proprietary fintech algorithms and source code as we're planning to hire three freelance developers from overseas starting March 2025."
1. Parties: Identification of the disclosing and receiving parties
2. Background: Context of the agreement and relationship between parties
3. Definitions: Key terms including Confidential Information, Permitted Purpose, etc.
4. Confidentiality Obligations: Core obligations regarding handling of confidential information
5. Permitted Use: Scope of allowed use of confidential information
6. Term and Termination: Duration of agreement and termination provisions
7. Return of Information: Obligations regarding return/destruction of confidential information
8. Intellectual Property Rights: Protection of IP rights and ownership of developments
9. Data Protection Compliance: Compliance with PDPA and related data protection laws
10. Breach and Remedies: Consequences of breach and available remedies
1. Source Code Protection: Specific provisions for protecting source code and technical documentation
2. Cross-Border Transfers: Provisions governing international transfer of confidential information
3. Subcontractor Provisions: Requirements for sharing confidential information with subcontractors
4. Non-Solicitation: Restrictions on hiring or soliciting employees
5. Publicity: Restrictions on public announcements or references
1. Schedule of Confidential Information: Detailed list of information covered by the NDA
2. Security Requirements: Technical and organizational security measures required
3. Authorized Personnel: List of individuals authorized to access confidential information
4. Data Processing Requirements: Specific requirements for handling and processing data
Authors
Source Code
Development Materials
Intellectual Property Rights
Permitted Purpose
Authorized Representatives
Technical Specifications
Development Environment
Trade Secrets
Proprietary Information
Project Documentation
API Documentation
System Architecture
Development Tools
Test Data
Security Protocols
Derivative Works
Business Process Documentation
User Interface Designs
Database Schemas
Authentication Credentials
Development Methodology
Client Materials
Third Party Components
Effective Date
Term
Receiving Party
Disclosing Party
Affiliated Companies
Representatives
Permitted Use
Term and Duration
Return or Destruction of Information
Intellectual Property Rights
Data Protection
Security Requirements
Non-Disclosure
Exceptions to Confidentiality
Source Code Protection
Access Controls
Breach Notification
Remedies
Survival
Assignment
Governing Law
Jurisdiction
Amendment
Severability
Entire Agreement
Force Majeure
Third Party Rights
Notice Requirements
Warranties and Representations
Indemnification
Dispute Resolution
Termination Rights
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Organizational security
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