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Non Disclosure And Non Use Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Non Disclosure And Non Use Agreement

"I need a Non Disclosure And Non Use Agreement under UAE law for a technology partnership starting January 2025, specifically focused on protecting AI algorithms and source code, with strict digital security measures and clear provisions for return of technical documentation."

Document background
The Non-Disclosure and Non-Use Agreement serves as a critical legal instrument in the UAE business environment, designed to protect confidential information shared between parties during business discussions, negotiations, or commercial relationships. This document is essential when parties need to share sensitive information such as trade secrets, technical know-how, business strategies, or proprietary data. It is structured to comply with UAE Federal Laws, including the UAE Civil Code and Commercial Transactions Law, and includes specific provisions for both non-disclosure and non-use of confidential information. The agreement is particularly relevant in the UAE's dynamic business landscape, where international trade and cross-border transactions are common, and can be customized to address specific industry requirements while maintaining enforceability under UAE law.
Suggested Sections

1. Parties: Identification of the disclosing and receiving parties, including full legal names, addresses, and registration details as per UAE requirements

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

3. Definitions: Clear definitions of key terms, especially 'Confidential Information', 'Permitted Purpose', and 'Representatives'

4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement

5. Obligations of Confidentiality: Core confidentiality obligations, including non-disclosure and non-use provisions

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to representatives and as required by law

7. Security Measures: Required security measures for protecting confidential information

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

9. Term and Survival: Duration 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 UAE law as governing law and jurisdiction for disputes

12. General Provisions: Standard boilerplate clauses including amendments, severability, and entire agreement

Optional Sections

1. Non-Solicitation: Prevents solicitation of employees or customers, used when parties have access to sensitive relationship information

2. Non-Competition: Restricts competitive activities, included when sharing highly sensitive business information

3. Intellectual Property Rights: Clarifies ownership and rights related to IP, used when confidential information includes IP elements

4. Data Protection Compliance: Special provisions for personal data handling, required when confidential information includes personal data

5. Export Control: Compliance with export control laws, needed for international transfers of technical information

6. Reverse Engineering Prohibition: Specific prohibition on reverse engineering, important for technical or product-related information

7. Corporate Group Sharing: Provisions for sharing within corporate groups, used for corporate recipients

8. Digital Security Measures: Specific requirements for digital information security, relevant for electronic data

Suggested Schedules

1. Schedule 1 - Specified Confidential Information: Detailed list or categories of confidential information covered

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

3. Schedule 3 - Security Protocols: Specific security measures and protocols to be followed

4. Schedule 4 - Permitted Purpose Details: Detailed description of the permitted use of confidential information

5. Schedule 5 - Return/Destruction Certification Form: Template for certifying return or destruction of confidential information

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions



































Clauses





























Relevant Industries

Technology

Financial Services

Healthcare

Manufacturing

Real Estate

Energy

Oil & Gas

Construction

Professional Services

Telecommunications

Retail

Education

Aviation

Maritime

Defense

Hospitality

Media & Entertainment

Pharmaceuticals

Automotive

Artificial Intelligence

Relevant Teams

Legal

Compliance

Research & Development

Information Technology

Human Resources

Business Development

Operations

Finance

Procurement

Innovation

Strategy

Information Security

Risk Management

Corporate Development

Commercial Operations

Technical Operations

Intellectual Property

Product Development

Partnership Management

Executive Leadership

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Legal Counsel

Business Development Manager

Project Manager

Research & Development Director

Chief Technology Officer

Chief Financial Officer

Human Resources Director

Procurement Manager

Operations Manager

Investment Manager

Strategy Director

Intellectual Property Manager

Compliance Officer

Information Security Officer

Partnership Manager

Innovation Director

Commercial Manager

Technical Director

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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