Indefinite Confidentiality Agreement

Indefinite Confidentiality Agreement Template for Netherlands

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Key Requirements PROMPT example:

"I need an Indefinite Confidentiality Agreement under Dutch law for a technology partnership between my software company and a potential manufacturing partner in Amsterdam, with special focus on protecting our AI algorithms and manufacturing processes."

Document background

This Indefinite Confidentiality Agreement is designed for use in situations requiring permanent protection of confidential information under Dutch law. It's particularly suitable for business relationships involving ongoing sharing of sensitive information, trade secrets, proprietary technology, or strategic business data. The agreement complies with Dutch civil law requirements and incorporates relevant European Union regulations, including GDPR where applicable. It's commonly used in strategic partnerships, joint ventures, research collaborations, and business negotiations where the confidential nature of the shared information needs to persist indefinitely. The document includes comprehensive provisions for information protection, permitted uses, security requirements, and enforcement mechanisms, making it suitable for both corporate and individual users operating under Dutch jurisdiction.

Suggested Sections

1. Parties: Identification of the disclosing and receiving parties, including full legal names, registration numbers, and addresses

2. Background: Context of the agreement and the purpose for 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 handling, protection, and non-disclosure requirements

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. Duration and Survival: Terms regarding the indefinite nature of the obligations and survival of provisions

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

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

Optional Sections

1. Data Protection Compliance: Additional provisions when confidential information includes personal data subject to GDPR

2. Intellectual Property Rights: Specific provisions regarding IP rights when confidential information includes proprietary technology or trade secrets

3. Non-Competition and Non-Solicitation: Additional restrictive covenants when parties are potential competitors

4. Export Control: Provisions for compliance with export control laws when applicable to the confidential information

5. Corporate Group Sharing: Provisions allowing sharing within corporate groups when parties are corporate entities

6. Assignment and Succession: Specific provisions for corporate restructuring or M&A scenarios

7. Digital Security Requirements: Specific provisions for digital security measures when information is primarily stored or shared electronically

Suggested Schedules

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

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

3. Schedule 3 - Security Protocols: Detailed security requirements and protocols for handling confidential information

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

5. Appendix A - Data Processing Requirements: Specific requirements for processing personal data under GDPR, if applicable

6. Appendix B - Technical Security Standards: Technical standards and requirements for digital security measures

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok��˰� | 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

Healthcare

Financial Services

Manufacturing

Research & Development

Professional Services

Biotechnology

Energy

Telecommunications

Entertainment & Media

Automotive

Aerospace & Defense

Pharmaceuticals

Consumer Goods

Education

Relevant Teams

Legal

Executive Leadership

Business Development

Research & Development

Information Technology

Information Security

Human Resources

Procurement

Operations

Finance

Corporate Strategy

Intellectual Property

Compliance

Risk Management

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Legal Counsel

Business Development Manager

Research Director

Chief Technology Officer

Innovation Manager

Project Manager

Strategic Partnership Manager

Intellectual Property Manager

Chief Information Security Officer

Chief Financial Officer

Operations Director

Human Resources Director

Procurement Manager

Contract Manager

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