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Intellectual Property Non Disclosure Agreement Template for Belgium

A comprehensive legal agreement governed by Belgian law and EU regulations, designed to protect confidential intellectual property and proprietary information shared between parties. This document incorporates specific provisions required under Belgian civil law and the Belgian Code of Economic Law, while ensuring compliance with EU directives on trade secrets and data protection. It provides robust protection for various forms of intellectual property including patents, trade secrets, know-how, and proprietary technical information, with specific enforcement mechanisms available under Belgian jurisdiction.

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What is a Intellectual Property Non Disclosure Agreement?

The Intellectual Property Non Disclosure Agreement (IP NDA) is essential for businesses and organizations operating in Belgium who need to protect their intellectual property and confidential information during business discussions, collaborations, or potential partnerships. This document, governed by Belgian law and EU regulations, is particularly crucial when sharing sensitive technical information, trade secrets, patent-related information, or other proprietary intellectual property. It incorporates specific provisions required under Belgian legislation, including the Belgian Code of Economic Law and Trade Secrets Act, while ensuring compliance with EU directives. The agreement is commonly used in scenarios such as technology transfers, research collaborations, product development partnerships, and potential business acquisitions where intellectual property protection is paramount.

What sections should be included in a Intellectual Property Non Disclosure Agreement?

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

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

3. Definitions: Detailed definitions including 'Confidential Information', 'Intellectual Property Rights', 'Trade Secrets', and other key terms

4. Scope of Confidential Information: Detailed description of what constitutes confidential information and IP covered by the agreement

5. Obligations of Confidentiality: Core confidentiality obligations, including handling, storage, and protection of confidential information

6. Permitted Use and Disclosure: Specified purposes for which confidential information may be used and circumstances under which disclosure is permitted

7. IP Rights and Ownership: Confirmation of IP ownership and that no rights or licenses are transferred unless explicitly stated

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

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

10. Breach and Remedies: Consequences of breach and available remedies including injunctive relief

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

What sections are optional to include in a Intellectual Property Non Disclosure Agreement?

1. Data Protection Compliance: Required when confidential information includes personal data, addressing GDPR compliance

2. Employee and Subcontractor Obligations: Needed when receiving party needs to share information with employees or subcontractors

3. Export Control: Required when confidential information is subject to export control regulations

4. Reverse Engineering Prohibition: Important when protecting technical information or trade secrets that could be reverse engineered

5. Non-Solicitation: Optional protection against hiring key personnel involved in confidential projects

6. Competitive Activity Restrictions: When specific competitive activities need to be restricted, subject to competition law compliance

7. Source Code Protection: Specific provisions for software-related IP and source code protection

8. Audit Rights: Optional right to audit compliance with confidentiality obligations

What schedules should be included in a Intellectual Property Non Disclosure Agreement?

1. Schedule 1 - Description of Confidential Information: Detailed list or categories of confidential information and IP covered

2. Schedule 2 - Authorized Representatives: List of authorized persons who may access confidential information

3. Schedule 3 - Security Measures: Specific security protocols and measures for protecting confidential information

4. Schedule 4 - Approved Subcontractors: If applicable, list of approved subcontractors who may access information

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

6. Appendix B - Form of Confidentiality Undertaking: Template for confidentiality undertakings by employees or subcontractors

Authors

Alex Denne

Head of Growth (Open Source Law) @ 黑料视频 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

Belgium

Publisher

黑料视频

Cost

Free to use

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