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Basic Non Disclosure Agreement

Basic Non Disclosure Agreement Template for Germany

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Key Requirements PROMPT example:

Basic Non Disclosure Agreement

"I need a Basic Non-Disclosure Agreement under German law for discussions with a potential software development partner based in Munich, with specific provisions for protecting our source code and technical documentation, to be effective from March 2025."

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Document background
This Basic Non-Disclosure Agreement is designed for use in situations where parties need to share confidential business, technical, or proprietary information under German law. It is particularly suitable for initial business discussions, potential partnerships, service arrangements, or preliminary negotiations where confidential information needs to be protected. The agreement incorporates requirements from the German Trade Secrets Act (Geschäftsgeheimnisgesetz) and relevant EU regulations, making it appropriate for both domestic German use and cross-border situations where German law is chosen. This document serves as a foundation for protecting sensitive information while allowing necessary business discussions to proceed with appropriate safeguards.
Suggested Sections

1. Parties: Identification and details of the contracting parties

2. Background: Context of the agreement and purpose of sharing confidential information

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

4. Confidentiality Obligations: Core obligations regarding the protection and non-disclosure of confidential information

5. Permitted Disclosures: Circumstances under which confidential information may be disclosed

6. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon request or termination

7. Term and Termination: Duration of the agreement and termination provisions

8. Governing Law and Jurisdiction: Specification of German law as governing law and jurisdiction for disputes

9. Signatures: Execution blocks for the parties

Optional Sections

1. Data Protection: Required when personal data may be included in the confidential information, addressing GDPR compliance

2. Security Requirements: Specific security measures required for protecting confidential information

3. Intellectual Property Rights: Clarification of IP ownership and rights when relevant to the confidential information

4. Non-Solicitation: Restrictions on soliciting employees or customers, if relevant to the business relationship

5. Specific Exclusions: Detailed list of information explicitly excluded from confidentiality obligations

6. Remedies: Specific remedies for breach, including potential liquidated damages

Suggested Schedules

1. Schedule 1 - Scope of Confidential Information: Detailed description or categorization of the confidential information covered

2. Schedule 2 - Security Procedures: Specific security protocols and procedures for handling confidential information

3. Schedule 3 - Authorized Representatives: List of authorized representatives who may access the confidential information

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions




















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Relevant Industries

Technology

Manufacturing

Healthcare

Financial Services

Professional Services

Research & Development

Biotechnology

Software Development

Industrial

Retail

Telecommunications

Energy

Automotive

Consulting

Education

Relevant Teams

Legal

Procurement

Business Development

Research & Development

Human Resources

Executive Leadership

Sales

Operations

Finance

Information Technology

Commercial

Innovation

Compliance

Corporate Development

Strategic Planning

Relevant Roles

Chief Executive Officer

Business Development Manager

Legal Counsel

Contract Manager

Procurement Manager

Research Director

Project Manager

Human Resources Director

Chief Technology Officer

Innovation Manager

Commercial Director

Operations Manager

Chief Financial Officer

Sales Director

Partnership 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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