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Confidentiality Agreement
I need a confidentiality agreement to protect sensitive business information shared with a third-party vendor, ensuring that all proprietary data remains confidential and is not disclosed to unauthorized parties. The agreement should include a duration of 3 years and specify penalties for any breaches of confidentiality.
What is a Confidentiality Agreement?
A Confidentiality Agreement, often called an NDA in UAE business circles, is a legally binding contract that protects sensitive information from being shared with others. When you sign one, you're making a formal promise to keep specific business details, trade secrets, or private information confidential.
Under UAE Federal Law, these agreements play a crucial role in safeguarding commercial interests and intellectual property. They're commonly used during business negotiations, employment relationships, and corporate partnerships across Dubai and other emirates. Breaking a confidentiality agreement can lead to legal penalties and compensation claims under UAE Civil Code provisions.
When should you use a Confidentiality Agreement?
Use a Confidentiality Agreement before sharing sensitive business information with potential partners, investors, or employees in the UAE. It's essential when discussing trade secrets, business plans, client lists, or proprietary technology���especially during merger talks, investment negotiations, or hiring key personnel.
The agreement becomes particularly important in Dubai's competitive business environment when working with contractors, consultants, or international partners. UAE Federal Law No. 31 of 2006 specifically protects commercial secrets, making these agreements powerful tools for safeguarding intellectual property and maintaining competitive advantages. Getting the agreement signed early prevents unauthorized disclosure and provides clear legal remedies if breaches occur.
What are the different types of Confidentiality Agreement?
- One Way Non Disclosure Agreement: Protects information flowing in one direction, commonly used when sharing business plans with potential investors in UAE
- General Non Disclosure Agreement: Comprehensive protection for both parties sharing confidential information, ideal for business partnerships
- Employment Contract Confidentiality: Specifically designed for protecting company information in employer-employee relationships
- Letter Of Non Disclosure Agreement: More informal format suitable for initial discussions or short-term engagements
- Confidentiality Form: Simplified version for routine business operations and basic confidentiality needs
Who should typically use a Confidentiality Agreement?
- Business Owners: Protect company secrets and intellectual property when dealing with partners or contractors in UAE free zones and mainland
- Corporate Legal Teams: Draft and customize Confidentiality Agreements to align with UAE Federal Laws and specific business needs
- Employees: Sign agreements to maintain confidentiality about sensitive workplace information and trade secrets
- Investors: Review financial and business details during due diligence while maintaining strict confidentiality
- Consultants and Contractors: Access proprietary information needed for project work under clear confidentiality obligations
- HR Managers: Implement and monitor compliance with confidentiality policies across the organization
How do you write a Confidentiality Agreement?
- Identify Parties: Gather full legal names, addresses, and trade license details of all involved entities under UAE law
- Define Scope: List specific confidential information to be protected, including trade secrets, client data, and business strategies
- Set Duration: Determine how long the confidentiality obligations will last under UAE Federal Law requirements
- Specify Usage: Outline permitted uses of confidential information and any specific restrictions
- Plan Enforcement: Include clear consequences for breaches and dispute resolution methods valid in UAE courts
- Review Format: Our platform generates legally-compliant agreements tailored to UAE requirements, ensuring all essential elements are included
What should be included in a Confidentiality Agreement?
- Party Details: Full legal names, addresses, and trade license numbers of all entities involved
- Definition Section: Clear description of what constitutes confidential information under UAE law
- Scope Clause: Specific obligations and permitted uses of the confidential information
- Duration Terms: Clear timeframe for confidentiality obligations as per UAE Federal Law
- Return Policy: Requirements for returning or destroying confidential materials
- Breach Remedies: Specific consequences and enforcement mechanisms under UAE jurisdiction
- Governing Law: Explicit reference to UAE law and preferred dispute resolution method
- Signature Block: Authorized signatory details and company stamps where required
What's the difference between a Confidentiality Agreement and an Acquisition Agreement?
While a Confidentiality Agreement focuses specifically on protecting sensitive information, an Acquisition Agreement serves a broader purpose in UAE business transactions. Let's explore their key differences:
- Primary Purpose: Confidentiality Agreements protect specific information from disclosure, while Acquisition Agreements outline the complete terms of a business purchase or merger
- Scope of Coverage: Confidentiality Agreements typically cover information sharing and secrecy obligations, whereas Acquisition Agreements include asset transfers, warranties, and purchase terms
- Duration: Confidentiality obligations often extend beyond the agreement period, while Acquisition Agreements usually conclude once the transaction is complete
- Legal Framework: Under UAE law, Confidentiality Agreements fall primarily under Federal Law No. 31, while Acquisition Agreements involve multiple commercial and corporate laws
- Enforcement Approach: Confidentiality breaches typically result in injunctive relief and damages, while Acquisition Agreement disputes often involve more complex remedies and performance obligations
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