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Non Disclosure Agreement For Subcontractor

Non Disclosure Agreement For Subcontractor Template for Singapore

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Key Requirements PROMPT example:

Non Disclosure Agreement For Subcontractor

"I need a Non Disclosure Agreement For Subcontractor to protect our proprietary software development methodologies when engaging an offshore development team in Vietnam, with the agreement to take effect from March 2025 and include specific provisions for source code protection."

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Document background
The Non-Disclosure Agreement For Subcontractor is essential when engaging third-party service providers who will have access to sensitive business information. This agreement, governed by Singapore law, establishes clear obligations for maintaining confidentiality, defines the scope of protected information, and provides legal recourse in case of unauthorized disclosure. It's particularly crucial in Singapore's business environment where intellectual property protection and data privacy are strictly regulated. The document typically includes specific provisions for handling confidential information, permitted uses, and return or destruction of sensitive materials upon project completion.
Suggested Sections

1. Parties: Identification of the contracting parties (main contractor and subcontractor)

2. Background: Context of the agreement and relationship between parties

3. Definitions: Key terms used throughout the agreement including definition of confidential information

4. Confidentiality Obligations: Core obligations regarding non-disclosure and protection of confidential information

5. Permitted Uses: Allowed uses of confidential information by the subcontractor

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

7. Return of Confidential Information: Obligations regarding return or destruction of confidential materials

8. Breach and Remedies: Consequences of breach and available remedies

Optional Sections

1. Non-Competition: Restrictions on competitive activities (include when protecting against competitive threats)

2. Non-Solicitation: Restrictions on soliciting employees or customers (include when protecting business relationships)

3. Assignment Rights: Rights to transfer obligations under the agreement (include when assignment flexibility is needed)

4. Data Protection: Specific obligations regarding personal data (include when personal data is involved)

Suggested Schedules

1. Schedule of Confidential Information: Detailed list of specific confidential information covered

2. Schedule of Permitted Uses: Detailed description of allowed uses of confidential information

3. Schedule of Authorized Personnel: List of individuals authorized to access confidential information

4. Security Protocols: Specific security measures required for protecting 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

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

Singapore Contract Law: Common Law principles governing contract formation, validity, and enforcement in Singapore, including Contract Act (Cap. 53) and Unfair Contract Terms Act (Cap. 396)

Evidence Act: Cap. 97 - Legislation governing the admissibility of evidence in legal proceedings, including provisions related to documentary evidence and confidential communications

Official Secrets Act: Cap. 213 - Law protecting sensitive and confidential government information, which may be relevant for subcontractors working on government-related projects

Copyright Act: Cap. 63 - Legislation protecting original works and intellectual property rights, relevant for protecting confidential materials that may be copyrighted

Patents Act: Cap. 221 - Law governing the protection of inventions and innovative processes, which may be part of the confidential information shared with subcontractors

Trade Marks Act: Cap. 332 - Legislation protecting distinctive signs and brands, which may be disclosed to subcontractors during their engagement

Trade Secrets Protection: Common Law principles protecting confidential business information that provides competitive advantage, including manufacturing processes, customer lists, and business strategies

Employment Act: Cap. 91 - Primary legislation governing employment relationships, which may have implications for subcontractor relationships and confidentiality obligations

Personal Data Protection Act 2012: PDPA - Comprehensive data protection law governing the collection, use, disclosure, and care of personal data, which subcontractors may have access to

Competition Act: Cap. 50B - Law governing fair competition practices, particularly relevant for non-compete clauses and restrictions in NDAs that must not be anti-competitive

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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