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Confidential Non Disclosure Agreement

Confidential Non Disclosure Agreement Template for Germany

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Key Requirements PROMPT example:

Confidential Non Disclosure Agreement

"I need a Confidential Non Disclosure Agreement under German law for a potential technology development partnership between our software company and a manufacturing partner, with specific provisions for protecting source code and manufacturing processes, to be effective from March 2025."

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Document background
This Confidential Non-Disclosure Agreement (NDA) is essential for businesses and individuals operating under German jurisdiction who need to protect sensitive information during business discussions, negotiations, or collaborative projects. The document is structured to comply with the German Trade Secrets Act (GeschGehG) and related German civil law requirements, while also considering EU regulations such as GDPR where applicable. It is particularly relevant for situations involving trade secrets, technical know-how, business strategies, or other proprietary information that requires legal protection. The agreement can be customized for various business relationships, including B2B transactions, consultant engagements, potential investments, or joint venture discussions, while maintaining enforceability under German law.
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: Clear definitions of Confidential Information, Permitted Purpose, and other key terms

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

5. Confidentiality Obligations: Core obligations regarding use, protection, and non-disclosure of confidential information

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

7. Security Measures: Required measures for protecting confidential information

8. Return or Destruction of Confidential Information: Obligations regarding handling of confidential information upon termination

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

10. Breach and Remedies: Consequences of breach and available remedies

11. General Provisions: Standard clauses including governing law, jurisdiction, and entire agreement

Optional Sections

1. Data Protection: Specific provisions for handling personal data under GDPR - include when personal data may be shared

2. Intellectual Property Rights: Provisions clarifying IP ownership and rights - include when confidential information includes IP

3. Non-Solicitation: Restrictions on soliciting employees or customers - include in business-sensitive contexts

4. Representatives and Affiliates: Provisions extending obligations to related parties - include for corporate entities

5. Export Control: Compliance with export control regulations - include when dealing with regulated technologies

6. Reverse Engineering Prohibition: Specific prohibition on reverse engineering - include for technical information

7. Joint Venture/Partnership Disclaimer: Clarification that NDA does not create partnership - include in business discussions

Suggested Schedules

1. Schedule 1 - Specified Purpose: Detailed description of the permitted purpose for information sharing

2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive confidential information

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

4. Appendix A - Categories of Confidential Information: Detailed list of types of confidential information covered

5. Appendix B - Form of Acknowledgment: Template for acknowledgment by representatives who will access 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






























Clauses






























Relevant Industries

Technology

Manufacturing

Healthcare

Financial Services

Professional Services

Research & Development

Automotive

Pharmaceuticals

Software Development

Industrial Engineering

Telecommunications

Biotechnology

Clean Energy

Consumer Goods

Defense & Security

Relevant Teams

Legal

Executive Leadership

Business Development

Research & Development

Human Resources

Finance

Procurement

Information Technology

Operations

Compliance

Innovation

Strategy

Product Development

Corporate Development

International Business

Relevant Roles

Chief Executive Officer

Legal Counsel

Business Development Manager

Chief Technology Officer

Research Director

Project Manager

Investment Manager

Chief Financial Officer

Human Resources Director

Procurement Manager

Innovation Manager

Technical Director

Operations Manager

Compliance Officer

Strategy Consultant

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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