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This NDA Data Protection agreement is designed for use in business relationships where parties need to share both confidential business information and personal data in the Philippines. It is particularly relevant when organizations need to comply with the Data Privacy Act of 2012 while protecting their proprietary information. The document should be used when parties are engaging in business discussions, collaborations, or service arrangements that involve the exchange of sensitive information and processing of personal data. It includes comprehensive provisions for data protection, security requirements, breach notification procedures, and compliance with Philippine privacy regulations. This template is especially useful for businesses operating in regulated industries, technology service providers, and companies handling significant amounts of personal data in their operations.

1. Parties: Identification of the parties entering into the agreement, including their legal names, addresses, and company registration details

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

3. Definitions: Definitions of key terms including Confidential Information, Personal Data, Processing, Data Subject, Security Measures, and other relevant terms as per Philippine Data Privacy Act

4. Confidentiality Obligations: Core confidentiality provisions, including scope of confidential information, standard of care, and permitted uses

5. Data Protection Compliance: Obligations under the Data Privacy Act, including data processing principles, security measures, and compliance with NPC regulations

6. Security Measures: Specific technical and organizational measures required to protect confidential information and personal data

7. Breach Notification: Procedures for reporting and handling data breaches and confidentiality breaches

8. Return or Destruction of Information: Requirements for returning or destroying confidential information and personal data upon termination

9. Term and Termination: Duration of the agreement and circumstances for termination

10. General Provisions: Standard contractual provisions including governing law, jurisdiction, entire agreement, and amendments