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Non Disclosure Non Use And Non Circumvention Agreement
"I need a Non Disclosure Non Use And Non Circumvention Agreement under Saudi law for a potential joint venture between my technology company and a local Saudi manufacturing partner, to protect our intellectual property and prevent them from bypassing us to deal directly with our international suppliers."
1. Parties: Identification of all parties to the agreement, including full legal names, addresses, and registration details as per Saudi commercial registry requirements
2. Background: Context of the agreement, nature of the proposed business relationship, and general purpose for sharing confidential information
3. Definitions: Comprehensive definitions including 'Confidential Information', 'Permitted Purpose', 'Representatives', 'Circumvention', and other key terms
4. Confidentiality Obligations: Core obligations regarding the protection and non-disclosure of confidential information
5. Permitted Use: Specific permitted uses of confidential information and explicit prohibition of unauthorized uses
6. Non-Circumvention: Prohibition of bypassing or circumventing the disclosing party in business dealings related to the confidential information
7. Security Measures: Required security measures for protecting confidential information
8. Return or Destruction of Information: Obligations regarding the return or destruction of confidential information upon request or termination
9. Duration and Survival: Term of the agreement and survival of obligations post-termination
10. Breach and Remedies: Consequences of breach and available remedies, including injunctive relief
11. Governing Law and Jurisdiction: Specification of Saudi law as governing law and jurisdiction of Saudi courts
12. General Provisions: Standard provisions including amendments, severability, and entire agreement clauses
1. Shariah Compliance: Statement of compliance with Islamic law principles, required when parties specifically need to ensure Shariah compliance
2. Exceptions to Confidentiality: Specific circumstances where disclosure is permitted, needed when parties require certain standard exemptions
3. Representatives and Permitted Disclosures: Detailed provisions about who can access confidential information, useful for complex corporate structures
4. Electronic Storage and Transmission: Specific provisions for digital handling of confidential information, important for technology-focused relationships
5. Non-Solicitation: Prohibition on soliciting employees or customers, relevant when parties have significant human resource concerns
6. Assignment and Succession: Rules for transferring rights under the agreement, important for corporate restructuring scenarios
7. Language: Specification of prevailing language version, needed when agreement is bilingual Arabic/English
1. Schedule 1 - Description of Confidential Information: Detailed list or categories of information covered by the agreement
2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive and handle confidential information
3. Schedule 3 - Permitted Purpose: Detailed description of the specific business purpose for which confidential information may be used
4. Schedule 4 - Security Protocols: Specific security measures and protocols required for handling confidential information
5. Schedule 5 - Related Entities: List of affiliated entities covered by the agreement, if applicable
Authors
Technology
Financial Services
Manufacturing
Healthcare
Energy
Professional Services
Real Estate
Telecommunications
Defense
Education
Construction
Mining
Retail
Automotive
Pharmaceuticals
Legal
Business Development
Executive Leadership
Research & Development
Information Technology
Operations
Finance
Procurement
Strategy
Innovation
Commercial
Corporate Development
Mergers & Acquisitions
Product Development
Partnerships
Chief Executive Officer
Chief Legal Officer
Legal Counsel
Business Development Manager
Chief Technology Officer
Project Manager
Investment Director
Procurement Manager
Research & Development Director
Commercial Director
Chief Financial Officer
Operations Manager
Strategy Director
Innovation Manager
Partnership Manager
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