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Non Disclosure Non Solicitation Agreement

Non Disclosure Non Solicitation Agreement Template for Switzerland

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Key Requirements PROMPT example:

Non Disclosure Non Solicitation Agreement

"I need a Swiss-law Non Disclosure Non Solicitation Agreement for a potential joint venture with a technology company, where we'll be sharing sensitive AI algorithms and want to prevent them from poaching our technical staff for 24 months after discussions end."

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Document background
The Non Disclosure Non Solicitation Agreement under Swiss law is essential for businesses seeking to protect both their confidential information and their business relationships. It is commonly used when parties need to share sensitive information during business discussions, potential partnerships, or service engagements, while also ensuring protection against the poaching of employees, customers, or suppliers. The document must comply with Swiss legal requirements, particularly regarding the reasonableness of restrictions and data protection obligations. This agreement type is especially relevant in Switzerland's highly specialized business environment, where protection of know-how and business relationships is crucial. The dual nature of the agreement provides comprehensive protection while maintaining compliance with Swiss competition law and employment regulations.
Suggested Sections

1. Parties: Identification of the contracting parties, including full legal names, addresses, and registration details if companies

2. Background: Context of the agreement, relationship between parties, and purpose of sharing confidential information

3. Definitions: Definition of key terms including 'Confidential Information', 'Representatives', 'Permitted Purpose', and 'Solicitation'

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

5. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to representatives and as required by law

6. Non-Solicitation Provisions: Restrictions on soliciting employees, customers, or suppliers of the other party

7. Duration: Term of both confidentiality and non-solicitation obligations, including any survival provisions

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

9. Data Protection: Compliance with Swiss data protection laws and handling of personal data

10. Remedies: Legal remedies available in case of breach, including injunctive relief and damages

11. General Provisions: Standard provisions including governing law, jurisdiction, amendments, and notices

Optional Sections

1. Securities Trading: Required when confidential information might include market-sensitive information that could impact securities trading

2. Intellectual Property Rights: Added when confidential information includes IP that needs specific protection provisions

3. Geographic Scope: Needed when non-solicitation provisions apply to specific territories or markets

4. Competitive Activities: Additional restrictions on competitive activities, when broader than pure non-solicitation

5. Assignment and Succession: Required for corporate parties or when transfer of rights needs specific regulation

6. Force Majeure: Added when long-term obligations need protection against unforeseen circumstances

7. Insurance Requirements: Included when parties need to maintain specific insurance coverage for potential breaches

Suggested Schedules

1. Schedule 1 - Specified Confidential Information: Detailed list or categories of information considered confidential under the agreement

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

3. Schedule 3 - Security Measures: Specific technical and organizational measures required for protecting confidential information

4. Schedule 4 - Restricted Entities: List of specific companies or individuals covered by non-solicitation provisions

5. Appendix A - Data Processing Terms: Detailed terms for handling personal data in compliance with Swiss data protection laws

Authors

Alex Denne

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

alex.den.21@genieai.co
Relevant legal definitions






























Clauses

























Relevant Industries

Technology & Software

Financial Services

Professional Services

Manufacturing

Healthcare & Pharmaceuticals

Biotechnology

Research & Development

Telecommunications

Consumer Goods

Industrial Services

Energy & Utilities

Real Estate

Media & Entertainment

Education & Training

Consulting Services

Relevant Teams

Legal

Human Resources

Executive Leadership

Business Development

Research & Development

Sales

Information Technology

Finance

Procurement

Strategic Partnerships

Product Development

Innovation

Commercial Operations

Corporate Development

Intellectual Property

Relevant Roles

Chief Executive Officer

Chief Legal Officer

General Counsel

Head of Human Resources

Business Development Director

Chief Technology Officer

Research Director

Sales Director

Project Manager

Chief Financial Officer

Investment Manager

Procurement Manager

Strategic Partnership Manager

Innovation Director

Product Development Manager

Management Consultant

Technical Consultant

Senior Engineer

HR Business Partner

Commercial Director

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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