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Non Use Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Non Use Agreement

"I need a Non-Use Agreement under UAE law to prevent a technology consulting firm from using our proprietary software algorithms after their contract expires in March 2025; the agreement should include strict security protocols and audit rights."

Document background
The Non-Use Agreement is essential in today's competitive business environment, particularly in the UAE where intellectual property protection and information security are critical concerns. This document is typically used when one party needs to share sensitive information with another party but wants to ensure that the receiving party will not use this information for their own benefit or purposes beyond those specifically permitted. The agreement complies with UAE Federal Laws, including the Civil Code, Commercial Transactions Law, and Industrial Property Rights legislation. It's commonly employed in situations involving technology transfers, business negotiations, joint ventures, or when engaging consultants or service providers who may have access to proprietary information. The document includes specific provisions for enforcement under UAE law and typically contains detailed descriptions of the protected information, permitted and prohibited uses, and consequences of breach.
Suggested Sections

1. Parties: Identification of the parties entering into the agreement, including full legal names and addresses

2. Background: Context of the agreement, relationship between parties, and purpose of the non-use arrangement

3. Definitions: Definitions of key terms including 'Confidential Information', 'Non-Use Period', 'Permitted Purpose', etc.

4. Scope of Non-Use: Clear delineation of what information cannot be used and for what purposes

5. Non-Use Obligations: Specific obligations regarding non-use of information, including prohibited activities

6. Security Measures: Required measures to ensure information is not accidentally used or accessed

7. Duration: Term of the non-use obligations and any survival provisions

8. Return or Destruction: Requirements for handling the information after the agreement ends

9. Breach and Remedies: Consequences of breach and available remedies including injunctive relief

10. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes

11. Execution: Signature blocks and execution formalities

Optional Sections

1. Permitted Uses: Used when certain limited uses of the information are allowed

2. Third Party Rights: Include when third parties may have rights to the information or need to be referenced

3. Competition Law Compliance: Required when the non-use restrictions could have competition law implications

4. Insurance: Include when specific insurance coverage is required for the information

5. Audit Rights: Used in high-value or high-risk situations where compliance monitoring is needed

6. Force Majeure: Include when external events might affect the ability to comply with non-use obligations

7. Assignment and Succession: Required when transfer of rights needs to be specifically addressed

Suggested Schedules

1. Schedule 1 - Protected Information: Detailed description of information subject to non-use restrictions

2. Schedule 2 - Authorized Personnel: List of individuals authorized to access the information, if applicable

3. Schedule 3 - Security Protocols: Specific security measures and protocols required

4. Schedule 4 - Permitted Uses: Detailed description of any permitted uses, if applicable

5. Appendix A - Form of Acknowledgment: Template for acknowledgment by employees or contractors

6. Appendix B - Destruction Certificate: Template certificate confirming destruction of 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






























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Relevant Industries

Technology

Manufacturing

Healthcare

Financial Services

Education

Research & Development

Professional Services

Industrial

Telecommunications

Pharmaceuticals

Automotive

Energy

Defense

Consumer Goods

Real Estate

Relevant Teams

Legal

Intellectual Property

Research and Development

Information Technology

Security

Compliance

Business Development

Innovation

Corporate Strategy

Risk Management

Operations

Technology Transfer

Product Development

Relevant Roles

Chief Executive Officer

Chief Legal Officer

General Counsel

Legal Director

Intellectual Property Manager

Research Director

Chief Technology Officer

Business Development Manager

Innovation Manager

Compliance Officer

Contract Manager

Chief Information Officer

Chief Security Officer

Technology Transfer Officer

Research Scientist

Product Development Manager

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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