The Non Disclosure Agreement Trade Secret is essential when sharing valuable proprietary information in England and Wales. This document is particularly crucial when businesses need to protect trade secrets during negotiations, partnerships, or employment relationships. It provides comprehensive protection under the Trade Secrets (Enforcement, etc.) Regulations 2018 and common law principles, establishing clear obligations for handling confidential information and consequences for breach. The agreement is designed to prevent unauthorized disclosure while allowing necessary business operations to proceed.
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1. Parties: Identification of the disclosing and receiving parties
2. Background: Context and purpose of the agreement
3. Definitions: Key terms including 'Confidential Information' and 'Trade Secrets'
4. Confidentiality Obligations: Core obligations regarding use and protection of trade secrets
5. Permitted Disclosures: Circumstances under which disclosure is allowed
6. Term and Survival: Duration of agreement and surviving obligations
7. Return/Destruction of Information: Obligations regarding confidential materials upon termination
1. Employee/Contractor Provisions: Additional provisions when agreement covers workers or contractors who may have access to trade secrets
2. Digital Security Measures: Specific requirements for protecting trade secrets in digital format and cybersecurity measures
3. International Transfer Provisions: Requirements and restrictions for sharing trade secrets across international borders
1. Schedule 1 - Description of Trade Secrets: Detailed list or description of protected information and trade secrets covered by the agreement
2. Schedule 2 - Security Protocols: Specific procedures and protocols for handling and protecting confidential information
3. Schedule 3 - Authorized Personnel: List of individuals authorized to access and handle the trade secrets
Relevant legal definitions
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