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Mutual Non Disclosure Agreement for Austria

Mutual Non Disclosure Agreement Template for Austria

This document is a bilateral confidentiality agreement governed by Austrian law, designed to protect confidential information exchanged between two parties who are both disclosing and receiving confidential information. It incorporates requirements from Austrian civil and commercial law, including the Austrian Trade Secrets Act (UWG) and relevant EU regulations such as GDPR. The agreement establishes mutual obligations for protecting confidential information, defines the scope of protected information, outlines permitted uses and disclosures, and specifies security measures required under Austrian law. It includes provisions for both the safeguarding of business secrets and the handling of personal data in compliance with Austrian and EU data protection requirements.

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What is a Mutual Non Disclosure Agreement?

A Mutual Non Disclosure Agreement (NDA) is essential when two organizations need to share sensitive information while maintaining confidentiality during business discussions, negotiations, or collaborative projects. This Austrian law-governed agreement is particularly suitable for business relationships where both parties will be sharing confidential information with each other, such as in potential joint ventures, strategic partnerships, or complex business transactions. The document ensures compliance with Austrian legal requirements, including the Austrian Civil Code (ABGB), Commercial Code (UGB), and Trade Secrets Act (UWG), while also addressing EU-level regulations such as GDPR. It typically covers various types of confidential information including trade secrets, technical know-how, business strategies, customer data, and intellectual property, providing comprehensive protection for both parties' sensitive information.

What sections should be included in a Mutual Non Disclosure Agreement?

1. Parties: Identification of the parties entering into the NDA, including full legal names, registration numbers, and registered addresses

2. Background: Brief context explaining why the parties are entering into the NDA and the purpose of their information exchange

3. Definitions: Clear definitions of key terms, especially 'Confidential Information', 'Representatives', 'Permitted Purpose', and other relevant terms

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

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

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees, advisors, or as required by law

7. Security Measures: Specific measures required to protect confidential information

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

9. Term and Termination: Duration of the agreement and circumstances for termination

10. Survival: Provisions that continue after termination of the agreement

11. Governing Law and Jurisdiction: Specification of Austrian law as governing law and jurisdiction for disputes

12. Execution: Signature blocks and execution provisions

What sections are optional to include in a Mutual Non Disclosure Agreement?

1. Data Protection Compliance: Specific provisions addressing GDPR compliance when personal data is involved

2. Intellectual Property Rights: Clarification that the NDA does not transfer any IP rights

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

4. Publicity: Restrictions on public announcements about the relationship

5. Independent Contractors: Clarification that the parties are independent contractors when relevant for business relationships

6. Assignment: Rights and restrictions regarding assignment of the agreement

7. Prior Agreements: Relationship to any prior confidentiality agreements between the parties

What schedules should be included in a Mutual Non Disclosure Agreement?

1. Schedule 1 - Authorized Representatives: List of individuals authorized to receive and handle confidential information

2. Schedule 2 - Security Protocols: Detailed security measures and protocols for handling confidential information

3. Schedule 3 - Specific Types of Confidential Information: Detailed categorization of different types of confidential information covered

4. Appendix A - Form of Acknowledgment: Template for representatives to acknowledge their confidentiality obligations

Authors

Alex Denne

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

Jurisdiction

Austria

Publisher

Ƶ

Document Type

Agreement Contract

Cost

Free to use
Relevant legal definitions

























Clauses

























Relevant Industries

Technology and Software

Manufacturing

Professional Services

Healthcare and Life Sciences

Financial Services

Real Estate

Energy and Utilities

Telecommunications

Research and Development

Consumer Goods

Industrial Services

Media and Entertainment

Relevant Teams

Legal

Executive Leadership

Business Development

Research and Development

Procurement

Human Resources

Information Technology

Finance

Operations

Strategic Planning

Corporate Communications

Mergers and Acquisitions

Relevant Roles

Chief Executive Officer

Chief Legal Officer

General Counsel

Legal Counsel

Business Development Manager

Chief Technology Officer

Chief Financial Officer

Project Manager

Research Director

Head of Innovation

Commercial Director

Procurement Manager

Human Resources Director

Operations Manager

Strategic 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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