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Non Disclosure Agreement For IT Company Template for Switzerland

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Key Requirements PROMPT example:

Non Disclosure Agreement For IT Company

"I need a Non-Disclosure Agreement For IT Company under Swiss law to protect our proprietary software and technical information when working with offshore development contractors in India, with the agreement starting from March 2025 and including specific provisions for source code protection and remote access security."

Document background
This Non-Disclosure Agreement For IT Company template is essential for technology businesses operating under Swiss jurisdiction that need to protect sensitive technical, operational, and business information. The document is particularly relevant when engaging with external parties for software development, system integration, consulting services, or potential business partnerships. It incorporates specific provisions required under Swiss law, including the Swiss Code of Obligations and Federal Act on Data Protection, while addressing unique aspects of the IT industry such as source code protection, technical specifications, and digital asset security. The agreement is structured to protect both traditional business confidential information and modern digital assets, making it suitable for various technology-related business relationships, from software development collaborations to strategic partnerships. It includes specific technical safeguards and data handling requirements that are essential in the modern digital business environment.
Suggested Sections

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

2. Background: Context of the agreement, purpose of information sharing, and nature of the business relationship

3. Definitions: Detailed definitions including 'Confidential Information', 'Trade Secrets', 'Technical Data', 'Intellectual Property', and other key terms specific to IT sector

4. Scope of Confidential Information: Detailed description of what constitutes confidential information, particularly focusing on technical data, source code, algorithms, and other IT-specific information

5. Obligations of Receiving Party: Core confidentiality obligations, security measures, and standard of care required

6. Permitted Disclosures: Circumstances under which confidential information may be shared with employees, contractors, or legal authorities

7. Term and Termination: Duration of the agreement and obligations post-termination

8. Return or Destruction of Confidential Information: Procedures for handling confidential information upon termination, including digital data deletion

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

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

Optional Sections

1. Data Protection Compliance: Specific section addressing FADP compliance and cross-border data transfers, needed when personal data is involved

2. Intellectual Property Rights: Detailed section on IP ownership and licenses, required when development work or technical collaboration is contemplated

3. Non-Solicitation: Restrictions on hiring or soliciting employees, recommended for longer-term collaborative relationships

4. Reverse Engineering Prohibition: Specific prohibitions on reverse engineering software or systems, essential for software companies

5. Audit Rights: Rights to audit compliance with the NDA, useful for high-security requirements

6. Information Security Requirements: Specific technical security measures required, recommended for handling highly sensitive technical data

7. Competition Restrictions: Additional restrictions on competitive activities, if permitted under Swiss law and necessary for business protection

Suggested Schedules

1. Schedule 1 - Categories of Confidential Information: Detailed list of specific types of confidential information covered, including technical specifications, source code categories, and business data

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

3. Schedule 3 - Security Protocols: Technical requirements for data storage, transmission, and handling

4. Schedule 4 - Data Deletion Procedures: Specific procedures for secure deletion of digital information

5. Appendix A - Incident Response Plan: Procedures for handling and reporting security incidents or breaches

6. Appendix B - Approved Subcontractors: List of approved third parties who may access information, if any

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














































Clauses





























Relevant Industries

Information Technology

Software Development

Cloud Computing

Cybersecurity

Artificial Intelligence

Data Analytics

Digital Services

Technology Consulting

FinTech

Healthcare Technology

Telecommunications

E-commerce

Enterprise Software

Internet of Things

Digital Infrastructure

Relevant Teams

Legal

Information Technology

Information Security

Procurement

Software Development

Operations

Business Development

Compliance

Risk Management

Research and Development

Product Development

Infrastructure

Data Protection

Technical Operations

Contract Management

Relevant Roles

Chief Technology Officer

IT Director

Software Development Manager

Information Security Officer

Legal Counsel

Procurement Manager

Project Manager

System Administrator

Database Administrator

Network Engineer

Software Engineer

Business Development Manager

IT Consultant

Technical Lead

Product Manager

Operations Director

Chief Information Officer

Data Protection Officer

Compliance Manager

Contract 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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