The NDA for Web Developer is essential when engaging development services where sensitive technical, business, or personal information needs to be shared. This agreement, governed by English and Welsh law, provides comprehensive protection for intellectual property, trade secrets, and confidential information while ensuring compliance with UK data protection requirements. It's particularly important when developers will have access to source code, database structures, API keys, or business logic that needs protection.
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1. Parties: Identification of the disclosing and receiving parties
2. Background: Context of the relationship and purpose of the NDA
3. Definitions: Key terms including Confidential Information, Project, Permitted Purpose
4. Confidentiality Obligations: Core obligations regarding use and protection of confidential information
5. Permitted Disclosures: Circumstances under which information can be shared
6. Security Measures: Technical and organizational measures to protect confidential information
7. Return or Destruction of Information: Obligations regarding handling of confidential information after termination
8. Term and Termination: Duration of obligations and termination provisions
9. Breach and Remedies: Consequences of breach and available remedies
10. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and entire agreement
1. Data Protection: Additional provisions when personal data will be shared under UK GDPR and DPA 2018
2. Source Code Protection: Specific provisions for protecting source code and related intellectual property
3. Third Party Access: Provisions governing access by subcontractors or other third parties
4. Intellectual Property Rights: Specific provisions regarding ownership and protection of IP rights
5. Non-Solicitation: Provisions preventing solicitation of employees or clients
1. Schedule 1: Project Description: Detailed description of the project scope and context
2. Schedule 2: Confidential Information: Specific categories and examples of confidential information to be protected
3. Schedule 3: Security Requirements: Detailed technical and organizational security measures required
4. Schedule 4: Approved Third Parties: List of pre-approved third parties who may access confidential information
Relevant legal definitions
Clauses
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