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Proprietary Information Exchange Agreement

Proprietary Information Exchange Agreement Template for Singapore

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Key Requirements PROMPT example:

Proprietary Information Exchange Agreement

"Need a Proprietary Information Exchange Agreement under Singapore law for sharing our company's AI algorithms with a research institution, with specific provisions for data protection and restrictions on using the information for machine learning training."

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Document background
The Proprietary Information Exchange Agreement is essential when parties need to share sensitive business, technical, or proprietary information while ensuring legal protection under Singapore law. This document is particularly relevant in today's knowledge-based economy where intellectual property and confidential information are critical business assets. It provides a framework compliant with Singapore's legal requirements, including the Personal Data Protection Act 2012, and establishes clear guidelines for information sharing, protection measures, and breach consequences. The agreement is designed to protect both parties' interests while facilitating necessary business collaboration.
Suggested Sections

1. Parties: Identification and details of all parties entering into the agreement

2. Background: Context and purpose of the agreement, including the nature of the proprietary information to be exchanged

3. Definitions: Key terms used throughout the agreement, including 'Confidential Information', 'Permitted Purpose', and 'Representatives'

4. Confidential Information: Definition and scope of protected information, including what constitutes proprietary information under the agreement

5. Obligations of Confidentiality: Core duties regarding handling of confidential information and non-disclosure obligations

6. Permitted Use: Authorized uses of the confidential information and limitations on its use

7. Term and Termination: Duration of agreement and conditions for termination or modification

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

Optional Sections

1. Data Protection Provisions: Specific provisions for compliance with Singapore's Personal Data Protection Act (PDPA)

2. Cross-Border Transfer: Provisions governing the international transfer of confidential information

3. Intellectual Property Rights: Specific provisions protecting IP rights in shared information and innovations

4. Security Measures: Detailed security protocols and requirements for protecting confidential information

Suggested Schedules

1. Schedule A - Scope of Confidential Information: Detailed list and categories of information covered by the agreement

2. Schedule B - Security Protocol: Specific security measures and procedures for handling confidential information

3. Schedule C - Authorized Personnel: List of individuals authorized to access and handle the confidential information

4. Schedule D - Data Processing Requirements: Specific requirements for processing personal data under PDPA compliance

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

PDPA 2012: Personal Data Protection Act 2012 - Singapore's primary data protection legislation governing collection, use, disclosure and care of personal data

Official Secrets Act: Legislation protecting sensitive government information and official secrets from unauthorized disclosure

Evidence Act: Law governing the admissibility of evidence in legal proceedings, including electronic records and documents

Copyright Act 2021: Updated legislation protecting original works and governing copyright ownership and licensing in Singapore

Patents Act: Law governing the protection of inventions and patent rights in Singapore

Trade Marks Act: Legislation protecting distinctive marks, brands and signs used in trade

Registered Designs Act: Law protecting the visual design of articles in Singapore

Common Law Confidentiality: Legal principles developed through case law governing confidential information and breach of confidence

Singapore Contract Law: Common law principles governing formation and enforcement of contracts in Singapore

TRIPS Agreement: International agreement setting minimum standards for intellectual property regulation in WTO member countries

Employment Act: Primary legislation governing employment relationships and workplace obligations in Singapore

PDPA Data Protection Obligations: Nine main obligations including consent, purpose limitation, transfer restrictions, security measures, and retention requirements

Industry Regulatory Requirements: Sector-specific regulations and standards that may apply depending on the industry context

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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