This Three-Way NDA is designed for use in Indonesia when three parties need to share confidential information in the context of business transactions, joint ventures, or complex commercial arrangements. The document complies with Indonesian law, including Law No. 30 of 2000 on Trade Secrets and the Indonesian Civil Code, making it suitable for both domestic and international parties operating in Indonesia. It's particularly useful for situations involving intermediaries, consultants, or multiple stakeholders in potential business deals. The agreement includes comprehensive provisions for information protection, permitted uses, security measures, and enforcement mechanisms, while accommodating the specific requirements of Indonesian business and legal practices.
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1. Parties: Identifies and provides full details of all three parties to the agreement
2. Background: Explains the context and purpose of the three-way NDA and the relationship between the parties
3. Definitions: Defines key terms used throughout the agreement, including 'Confidential Information', 'Permitted Purpose', and 'Representatives'
4. Disclosure and Use of Confidential Information: Specifies how confidential information may be shared between the three parties and permitted uses
5. Confidentiality Obligations: Details the specific obligations of each party regarding protecting and maintaining confidentiality
6. Security Measures: Outlines required security measures for protecting confidential information
7. Return or Destruction of Confidential Information: Procedures for returning or destroying confidential information upon request or termination
8. Term and Termination: Duration of the agreement and circumstances for termination
9. Breach and Remedies: Consequences of breach and available remedies
10. General Provisions: Standard contractual provisions including governing law, jurisdiction, and entire agreement
1. Permitted Disclosures: Used when specific types of disclosures need to be pre-authorized, such as to professional advisors or regulators
2. Non-Solicitation: Include when there's a risk of parties poaching each other's employees or clients
3. Publicity and Announcements: Add when public communications about the relationship need to be controlled
4. Data Protection Compliance: Include when confidential information includes personal data subject to privacy laws
5. Export Control: Add when confidential information may be subject to export control regulations
6. Competition Law Compliance: Include when parties are competitors or in the same industry
7. Survival of Obligations: Used to specify which obligations continue after termination
1. Schedule 1 - Description of Confidential Information: Detailed list or categories of confidential information covered by the agreement
2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive and handle confidential information
3. Schedule 3 - Permitted Purpose: Detailed description of the specific purpose(s) for which confidential information may be used
4. Schedule 4 - Security Protocols: Specific security measures and protocols required for handling confidential information
5. Appendix A - Information Flow Diagram: Visual representation of how information can flow between the three parties
6. Appendix B - Destruction Certificate: Template certificate for confirming destruction of confidential information
Relevant legal definitions
Clauses
Relevant Industries
Technology
Manufacturing
Financial Services
Healthcare
Professional Services
Real Estate
Energy
Telecommunications
Retail
Construction
Automotive
Pharmaceuticals
Mining
Agriculture
Education
Relevant Teams
Legal
Compliance
Corporate Development
Business Development
Executive Leadership
Finance
Operations
Research & Development
Risk Management
Information Security
Procurement
Strategic Planning
Relevant Roles
Chief Executive Officer
Chief Legal Officer
Legal Counsel
Business Development Manager
Project Manager
Chief Financial Officer
Investment Director
Merger & Acquisition Specialist
Corporate Secretary
Compliance Officer
Risk Manager
Operations Director
Research & Development Director
Strategic Partnership Manager
Procurement Manager
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