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Non Disclosure Agreement For Subcontractor Template for Australia

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Key Requirements PROMPT example:

Non Disclosure Agreement For Subcontractor

"I need a Non-Disclosure Agreement for Subcontractor to protect our IT company's sensitive information and source code, as we're engaging external developers from multiple software development firms in Australia starting March 2025."

Document background
This Non-Disclosure Agreement For Subcontractor is essential for Australian businesses engaging subcontractors who require access to sensitive or confidential information. The document is structured to comply with Australian federal and state legislation, including the Privacy Act 1988 (Cth) and relevant common law principles. It is particularly relevant when organizations need to share proprietary information, trade secrets, or sensitive data with subcontractors while maintaining control over its use and dissemination. The agreement includes comprehensive confidentiality provisions, clear definitions of protected information, specific usage restrictions, and enforcement mechanisms suitable for the Australian legal context. It is designed to protect the disclosing party's interests while providing clear guidance to subcontractors about their confidentiality obligations.
Suggested Sections

1. Parties: Identifies and defines the parties to the agreement, including the disclosing party (company) and receiving party (subcontractor)

2. Background: Explains the context and purpose of the agreement, including the nature of the business relationship

3. Definitions: Defines key terms used throughout the agreement, particularly '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 non-use, non-disclosure, and security measures

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to representatives and legal requirements

7. Term and Survival: Duration of the agreement and which obligations survive termination

8. Return or Destruction of Confidential Information: Requirements for handling confidential information upon termination or request

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

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

Optional Sections

1. Intellectual Property Rights: Additional provisions specifically protecting IP rights when the subcontractor may be exposed to patents, trademarks, or other IP

2. Data Protection and Privacy: Specific obligations regarding personal data handling, recommended when personal data will be shared

3. Security Requirements: Detailed IT and physical security requirements, useful for subcontractors with access to sensitive systems or premises

4. Audit Rights: Right to audit subcontractor's compliance with confidentiality obligations, recommended for high-risk relationships

5. Insurance Requirements: Obligations to maintain specific insurance coverage, useful for high-value or high-risk arrangements

6. Non-Competition: Restrictions on competitive activities, only when specifically relevant and carefully drafted to ensure enforceability

7. Non-Solicitation: Restrictions on soliciting employees or clients, when relevant to the business relationship

8. Subcontractor Personnel: Specific provisions regarding which personnel may access confidential information and their obligations

Suggested Schedules

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

2. Schedule 2 - Permitted Purpose: Detailed description of the specific purposes for which confidential information may be used

3. Schedule 3 - Security Protocols: Specific security measures and protocols to be followed when handling confidential information

4. Schedule 4 - Authorized Representatives: List of individuals authorized to receive and handle confidential information

5. Appendix A - Acknowledgment Form: Form to be signed by subcontractor's personnel who will have access to confidential information

Authors

Alex Denne

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

Relevant legal definitions

























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Relevant Industries

Information Technology

Construction

Professional Services

Manufacturing

Healthcare

Financial Services

Mining and Resources

Telecommunications

Research and Development

Engineering

Consulting

Defense Contracting

Media and Entertainment

Education and Training

Relevant Teams

Legal

Procurement

Human Resources

Information Technology

Operations

Risk and Compliance

Finance

Project Management Office

Supply Chain

Research and Development

Information Security

Business Development

Executive Leadership

Relevant Roles

Project Manager

Procurement Manager

Legal Counsel

Contract Manager

Human Resources Manager

Operations Manager

Chief Technology Officer

Chief Information Officer

Risk Manager

Compliance Officer

Business Development Manager

Supply Chain Manager

Chief Financial Officer

Director of Operations

IT Security 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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