The Non Circumvention Non Disclosure & Working Agreement (NCNDA) is designed for use in business situations where parties need to protect sensitive information while exploring or engaging in business opportunities together. Under English and Welsh law, this agreement provides comprehensive protection by preventing parties from circumventing each other, maintaining confidentiality of shared information, and establishing clear working parameters. It's particularly valuable in scenarios involving business introductions, joint ventures, or when sensitive commercial opportunities are being discussed between multiple parties.
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1. Parties: Identification and details of all contracting parties
2. Background: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Confidentiality Obligations: Core confidentiality requirements and restrictions
5. Non-Circumvention Provisions: Restrictions on bypassing or competing with other parties
6. Term and Termination: Duration and termination conditions
7. Governing Law: Jurisdiction and applicable law
1. Specific Project Terms: Details of specific projects or transactions - used when agreement relates to specific business opportunities
2. Commission Structures: Payment terms and commission arrangements - used when agreement involves financial compensation
3. Intellectual Property Rights: IP ownership and usage rights - used when IP is being shared or created
4. Data Protection: Specific data handling requirements - used when personal data processing is involved
1. Schedule of Confidential Information: Detailed list of protected information
2. Schedule of Approved Projects: List of specific projects covered by the agreement
3. Schedule of Fees: Detailed fee structures and payment terms
4. Contact Details Schedule: Key contacts and notification details for all parties
Relevant legal definitions
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