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Non Compete Non Disclosure Agreement for Indonesia

Non Compete Non Disclosure Agreement Template for Indonesia

This document is a comprehensive Non-Compete Non-Disclosure Agreement tailored for use under Indonesian law, particularly compliant with Law No. 13 of 2003 on Manpower and Law No. 30 of 2000 on Trade Secrets. It combines confidentiality obligations with competitive restrictions, providing robust protection for business interests while ensuring enforceability under Indonesian jurisdiction. The agreement includes detailed provisions for protecting confidential information, defining restricted activities, and establishing clear geographical and temporal boundaries for non-compete obligations, all while maintaining compliance with Indonesian labor and competition laws.

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What is a Non Compete Non Disclosure Agreement?

The Non-Compete Non-Disclosure Agreement is essential for businesses operating in Indonesia seeking to protect their confidential information and prevent unfair competition. This document is particularly crucial when engaging employees, contractors, or business partners who will have access to sensitive business information or could potentially compete with the business. The agreement must comply with Indonesian legislation, including Law No. 13 of 2003 on Manpower and Law No. 30 of 2000 on Trade Secrets, while balancing the protection of legitimate business interests with reasonable restrictions on post-employment activities. It includes comprehensive definitions of confidential information, specific non-compete provisions, and clear enforcement mechanisms, all structured to be enforceable under Indonesian law.

What sections should be included in a Non Compete Non Disclosure Agreement?

1. Parties: Identification of the parties entering into the agreement, including their legal names, addresses, and company registration details

2. Background: Context of the agreement, relationship between the parties, and purpose of entering into the NCNDA

3. Definitions: Detailed definitions of key terms including Confidential Information, Competing Activities, Territory, and Restricted Period

4. Confidentiality Obligations: Detailed provisions regarding the protection, use, and non-disclosure of confidential information

5. Non-Compete Provisions: Specific restrictions on competitive activities, including scope, duration, and geographical limitations

6. Duration and Term: Period of effectiveness for both confidentiality and non-compete obligations

7. Return of Confidential Information: Obligations regarding the return or destruction of confidential information upon request or termination

8. Breach and Remedies: Consequences of breach and available remedies, including injunctive relief and damages

9. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and jurisdiction for dispute resolution

10. Entire Agreement: Standard boilerplate confirming the agreement represents the entire understanding between the parties

11. Execution: Signature blocks and execution requirements

What sections are optional to include in a Non Compete Non Disclosure Agreement?

1. Non-Solicitation Provisions: Additional restrictions on soliciting employees, customers, or suppliers - used when business relationships need specific protection

2. Intellectual Property Rights: Specific provisions regarding IP ownership and protection - included when IP is a significant concern

3. Assignment and Succession: Provisions regarding the transfer of rights and obligations - important for corporate transactions

4. Severability: Provisions for maintaining validity if certain clauses are found unenforceable - particularly important in jurisdictions where non-compete enforcement is strict

5. Survival: Specification of which provisions survive termination - used when certain obligations need to extend beyond the agreement term

6. Alternative Dispute Resolution: Mediation or arbitration provisions - included when parties prefer alternative dispute resolution to court proceedings

What schedules should be included in a Non Compete Non Disclosure Agreement?

1. Schedule A - Confidential Information: Detailed list or categories of information considered confidential

2. Schedule B - Restricted Activities: Specific description of prohibited competitive activities

3. Schedule C - Territory: Detailed description of geographical areas where restrictions apply

4. Schedule D - Legitimate Business Interests: Documentation of business interests being protected to support enforceability

5. Appendix 1 - Security Protocols: Specific procedures for handling and protecting confidential information

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Indonesia

Publisher

Ƶ

Cost

Free to use
Relevant legal definitions






























Clauses

























Relevant Industries

Technology

Manufacturing

Financial Services

Healthcare

Pharmaceuticals

Professional Services

Telecommunications

Research and Development

Energy

Consumer Goods

E-commerce

Information Technology

Biotechnology

Engineering

Consulting

Relevant Teams

Legal

Human Resources

Executive Leadership

Research and Development

Sales

Information Technology

Product Development

Business Development

Operations

Finance

Marketing

Engineering

Data Analytics

Customer Success

Strategy

Relevant Roles

Chief Executive Officer

Chief Technology Officer

Senior Developer

Research Scientist

Sales Director

Product Manager

Business Development Manager

Technical Lead

Senior Consultant

Operations Manager

Human Resources Director

Finance Manager

Marketing Director

Project Manager

Systems Architect

Data Scientist

Account Executive

Strategy Consultant

Industries






Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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