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Non Disclosure Agreement For Consultants
"I need a Non-Disclosure Agreement for Consultants under UAE law for a technology consulting firm that will be working on our AI development project starting March 2025, with specific provisions for protecting source code and algorithmic innovations."
1. Parties: Identification of the disclosing party (typically the company) and receiving party (the consultant), including full legal names and addresses
2. Background: Context of the consulting relationship and purpose of the NDA
3. Definitions: Key terms including Confidential Information, Consulting Services, Permitted Purpose, and other relevant definitions
4. Scope of Confidentiality: Detailed description of what constitutes confidential information in the context of the consulting relationship
5. Consultant Obligations: Specific duties of the consultant regarding confidential information, including storage, handling, and non-disclosure requirements
6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to authorized employees or as required by law
7. Security Measures: Required security protocols and measures for protecting confidential information
8. Return of Confidential Information: Obligations regarding the return or destruction of confidential information upon request or termination
9. Duration of Obligations: Time period for which confidentiality obligations remain in effect
10. Breach and Remedies: Consequences of breach and available remedies under UAE law
11. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes
1. Intellectual Property Rights: Additional provisions regarding IP rights when the consulting work may involve creation of intellectual property
2. Data Protection Compliance: Specific provisions for compliance with UAE data protection laws when personal data processing is involved
3. Non-Competition: Additional restrictions on competitive activities, if relevant to the consulting relationship
4. Regulatory Compliance: Special provisions for regulated industries or DIFC-specific requirements
5. Assignment and Succession: Provisions regarding the transfer of rights and obligations, particularly relevant for long-term consulting relationships
6. Insurance Requirements: Provisions requiring professional indemnity or cyber insurance coverage
7. Survival Clause: Specific provisions that continue after termination, particularly relevant for high-value consulting relationships
1. Schedule 1 - Description of Consulting Services: Detailed description of the consulting services to contextualize the scope of confidential information
2. Schedule 2 - Categories of Confidential Information: Specific listing of types of confidential information covered
3. Schedule 3 - Authorized Representatives: List of individuals authorized to receive confidential information on behalf of the consultant
4. Schedule 4 - Security Protocols: Detailed security measures and protocols to be followed
5. Appendix A - Form of Acknowledgment: Template for consultant's employees or subcontractors to acknowledge confidentiality obligations
6. Appendix B - Data Handling Procedures: Specific procedures for handling, storing, and disposing of confidential information
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