3 Way Non Disclosure Agreement Template for South Africa

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Key Requirements PROMPT example:

3 Way Non Disclosure Agreement

"I need a 3 Way Non Disclosure Agreement under South African law for a joint venture between my tech company, a manufacturing partner, and a research institution, with special provisions for protecting software source code and research data."

Document background
A 3 Way Non Disclosure Agreement is essential in complex business arrangements where confidential information needs to be shared between three distinct parties. This agreement, governed by South African law, is particularly useful in scenarios such as joint ventures, merger discussions, supplier-customer relationships involving third-party contractors, or collaborative research projects. The document addresses the requirements of South African legislation, including POPIA, the Electronic Communications and Transactions Act, and common law principles of contract. It provides comprehensive protection for various types of confidential information, including trade secrets, intellectual property, personal data, and proprietary business information, while establishing clear protocols for information sharing, storage, and destruction.
Suggested Sections

1. Parties: Identification and details of all three parties to the agreement

2. Background: Context of the relationship between the three parties and purpose of sharing confidential information

3. Definitions: Detailed definitions including 'Confidential Information', 'Permitted Purpose', 'Representatives', and other key terms

4. Disclosure and Use of Confidential Information: Terms governing how confidential information may be shared and used among the three parties

5. Obligations of Confidentiality: Core confidentiality obligations of each party, including protection measures and permitted disclosures

6. Return or Destruction of Confidential Information: Requirements for handling confidential information upon request or termination

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

8. Term and Termination: Duration of the agreement and termination provisions

9. Survival: Obligations that continue after termination

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

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

Optional Sections

1. Non-Competition: Additional provisions restricting competitive activities, used when sharing of information could enable competition

2. Data Protection Compliance: Specific POPIA compliance provisions, required when personal information is involved

3. Publicity and Announcements: Restrictions on public statements about the relationship, used for sensitive business relationships

4. Independent Contractor Relationship: Clarification of relationship between parties, used when parties might be perceived as partners

5. Insurance Requirements: Specific insurance obligations, used for high-risk information sharing

6. Audit Rights: Rights to audit compliance with confidentiality obligations, used for highly sensitive information

Suggested Schedules

1. Schedule 1 - Description of Confidential Information: Detailed categorization of confidential information for each party

2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive confidential information

3. Schedule 3 - Security Protocols: Specific security measures and protocols to be followed

4. Schedule 4 - Permitted Purpose Details: Detailed description of the permitted uses of confidential information

5. Appendix A - Information Handling Procedures: Specific procedures for handling, storing, and transmitting confidential information

6. Appendix B - Notice Requirements: Contact details and procedures for required notices under the agreement

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

Relevant legal definitions
Clauses
Relevant Industries

Technology

Manufacturing

Financial Services

Healthcare

Professional Services

Research & Development

Pharmaceuticals

Energy

Telecommunications

Defense & Security

Automotive

Biotechnology

Relevant Teams

Legal

Executive Leadership

Information Technology

Research and Development

Business Development

Operations

Procurement

Risk and Compliance

Information Security

Corporate Strategy

Mergers and Acquisitions

Relevant Roles

Chief Executive Officer

Legal Counsel

Chief Technology Officer

Business Development Manager

Project Manager

Research Director

Chief Financial Officer

Operations Manager

Procurement Manager

Intellectual Property Manager

Information Security Officer

Risk Manager

Compliance Officer

Strategic Partnership Director

Industries
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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