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Non Disclosure Agreement Trade Secret Template for Singapore

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Key Requirements PROMPT example:

Non Disclosure Agreement Trade Secret

"I need a Non Disclosure Agreement Trade Secret under Singapore law to protect proprietary manufacturing processes that we'll be sharing with a potential joint venture partner based in Malaysia, with specific provisions for cross-border data transfer and extra security protocols for technical drawings."

Document background
This Non Disclosure Agreement Trade Secret is essential for businesses operating in Singapore who need to protect their valuable trade secrets and confidential information. The document is particularly relevant when sharing sensitive proprietary information with third parties, employees, or business partners. It incorporates Singapore's legal framework for trade secret protection, including common law principles and relevant statutory provisions. The agreement is designed to create legally binding obligations for maintaining confidentiality while facilitating necessary business operations and collaborations.
Suggested Sections

1. Parties: Identification of the disclosing and receiving parties

2. Background: Context and purpose of the agreement

3. Definitions: Key terms including 'Confidential Information' and 'Trade Secrets'

4. Scope of Confidential Information: Detailed description of protected information

5. Obligations of Receiving Party: Core confidentiality obligations

6. Permitted Uses: Allowed uses of confidential information

7. Term and Termination: Duration and termination provisions

8. Return of Information: Requirements for returning or destroying confidential information

Optional Sections

1. Security Measures: Specific security requirements, used for highly sensitive information

2. Non-Solicitation: Prevents poaching of employees/clients, used in business contexts

3. Residual Knowledge: Handling of remembered information, used in technical contexts

4. Export Control: International transfer restrictions, used for cross-border arrangements

Suggested Schedules

1. Schedule 1 - Description of Trade Secrets: Detailed listing of specific trade secrets covered

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

3. Schedule 3 - Security Protocols: Specific security measures required for handling information

4. Schedule 4 - Permitted Purpose: Detailed description of allowed uses 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




















Industries

Singapore Evidence Act: Primary legislation that governs the admissibility of evidence in Singapore courts, relevant for proving breach of confidentiality and trade secrets

Singapore Contract Act: Fundamental legislation governing the formation and enforcement of contracts in Singapore, essential for NDA validity

Personal Data Protection Act 2012: Legislation governing the collection, use, disclosure and care of personal data, which may be relevant if confidential information includes personal data

Common Law Principles of Confidentiality: Since Singapore has no specific trade secrets law, protection relies heavily on common law principles of confidentiality

Employment Act: Relevant when NDAs involve employees or contractors, governing employment relationships and obligations

Adinop Co Ltd v Rovithai Ltd [2019] SGCA 22: Key case law establishing principles for confidentiality and trade secret protection in Singapore

I-Admin (Singapore) Pte Ltd v Hong Ying Ting [2020] SGCA 32: Significant case law that modified the approach to breach of confidence claims in Singapore

TRIPS Agreement: International agreement requiring Singapore to maintain standards for trade secret protection

Competition Act 2004: Ensures that NDA provisions do not violate competition laws or create unfair market restrictions

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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