The Deed of Non Disclosure serves as a crucial legal instrument in Indonesian business transactions and relationships where confidential information needs to be shared between parties. This document is particularly important given Indonesia's developing legal framework for protecting business secrets and proprietary information. It should be used whenever parties need to share sensitive information during business negotiations, joint ventures, employment relationships, or other commercial arrangements. The deed format provides stronger legal protection compared to a standard confidentiality agreement, as it is executed before an Indonesian notary public (Notaris) and carries greater evidential weight in Indonesian courts. The document typically includes comprehensive definitions of confidential information, specific usage restrictions, security requirements, and enforcement mechanisms, all aligned with Indonesian legal requirements and business practices.
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1. Parties: Identifies and provides full details of the disclosing and receiving parties, including registration numbers for companies
2. Background: Explains the context and purpose of the confidentiality agreement and the relationship between the parties
3. Definitions: Defines key terms including 'Confidential Information', 'Permitted Purpose', 'Representatives', and other relevant terms
4. Scope of Confidentiality: Details what information is considered confidential and covered by the agreement
5. Obligations of Receiving Party: Specifies the duties and responsibilities regarding handling and protecting confidential information
6. Permitted Disclosures: Outlines circumstances under which confidential information may be disclosed and to whom
7. Security Measures: Specifies required security measures for protecting confidential information
8. Return or Destruction of Information: Procedures for handling confidential information upon termination or request
9. Duration and Survival: Specifies the term of the agreement and which obligations survive termination
10. Breach and Remedies: Details consequences of breach and available remedies including injunctive relief
11. Governing Law and Jurisdiction: Specifies Indonesian law as governing law and sets jurisdiction for disputes
12. Execution: Formal execution clause meeting Indonesian deed requirements including notarization details
1. Intellectual Property Rights: Section addressing ownership and handling of IP rights when confidential information includes intellectual property
2. Non-Competition: Additional restrictions on competitive activities, if relevant to the business relationship
3. Non-Solicitation: Restrictions on soliciting employees or customers, if relevant to the business relationship
4. Data Privacy Compliance: Specific provisions for handling personal data under Indonesian data protection laws
5. Force Majeure: Provisions for handling confidentiality obligations during extraordinary circumstances
6. Assignment and Succession: Rules regarding transfer of obligations, particularly relevant for corporate parties
7. Severability: Provisions ensuring remainder of agreement survives if any part is found invalid
8. Prior Agreements: Addressing relationship with any existing confidentiality obligations between the parties
1. Schedule 1 - Specified 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 - Security Protocols: Detailed security measures and procedures for handling confidential information
4. Schedule 4 - Notification Requirements: Specific procedures and contact details for required notifications under the agreement
5. Appendix A - Form of Acknowledgment: Template for additional parties or representatives to acknowledge and agree to confidentiality obligations
Relevant legal definitions
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Relevant Industries
Technology
Manufacturing
Healthcare
Financial Services
Professional Services
Education
Research & Development
Energy
Mining
Telecommunications
Retail
Real Estate
Agriculture
Pharmaceutical
Construction
Entertainment
Media
Transportation
Food & Beverage
E-commerce
Relevant Teams
Legal
Human Resources
Information Technology
Research and Development
Executive Leadership
Business Development
Operations
Finance
Procurement
Information Security
Corporate Affairs
Strategy
Product Development
Investment
Compliance
Technical Operations
Relevant Roles
Chief Executive Officer
Chief Financial Officer
Chief Technology Officer
Chief Operating Officer
Managing Director
Business Development Manager
Project Manager
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Human Resources Director
Research Director
Product Manager
Investment Manager
Operations Manager
Technical Director
Strategy Consultant
Systems Administrator
Information Security Officer
Corporate Secretary
Compliance Officer
Procurement Manager
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