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This NDA for Clients template is specifically designed for use in the Philippines, where businesses need to protect confidential information shared with their clients during commercial relationships. The document is essential when companies need to disclose sensitive business information, trade secrets, or proprietary data to their clients while maintaining legal protection under Philippine law. It incorporates requirements from key legislation including the Data Privacy Act of 2012, the Civil Code of the Philippines, and the Intellectual Property Code. The agreement is particularly relevant for businesses engaged in services, consulting, or collaborative projects where significant proprietary information needs to be shared. This NDA for Clients includes comprehensive provisions for data protection, clearly defined confidentiality obligations, and specific enforcement mechanisms suitable for the Philippine legal system.

1. Parties: Identifies and provides full details of the disclosing party and receiving party, including registered addresses and company registration numbers where applicable

2. Background: Explains the context of the relationship between the parties and the purpose for sharing confidential information

3. Definitions: Defines key terms including 'Confidential Information', 'Permitted Purpose', 'Representatives', and other relevant terms used throughout the agreement

4. Scope of Confidential Information: Clearly outlines what constitutes confidential information under the agreement, including examples specific to the business context

5. Obligations of Confidentiality: Details the receiving party's obligations regarding the protection and non-disclosure of confidential information

6. Permitted Disclosures: Specifies circumstances under which confidential information may be disclosed, including to employees, professional advisors, or as required by law

7. Security Measures: Outlines specific security measures required to protect confidential information, including digital and physical safeguards

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

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

10. Breach and Remedies: Details consequences of breach and available remedies, including injunctive relief

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