This One Way NDA template is designed for use under Indonesian law when one party needs to share confidential information with another party while maintaining strict control over its use and disclosure. The document is particularly relevant in business negotiations, potential partnerships, vendor relationships, or consulting arrangements where proprietary information needs to be shared unilaterally. It incorporates key provisions required under Indonesian law, including compliance with Law No. 30 of 2000 on Trade Secrets and the Indonesian Civil Code, making it suitable for both domestic Indonesian transactions and international dealings where Indonesian law is chosen as the governing law. The agreement provides comprehensive protection while remaining flexible enough to adapt to various business contexts and industry-specific requirements.
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1. Parties: Identifies and provides full details of the Disclosing Party and Receiving Party
2. Background: Sets out the context and purpose of the NDA, including the nature of the business relationship
3. Definitions: Defines key terms including 'Confidential Information', 'Representatives', 'Permitted Purpose'
4. Scope of Confidential Information: Details what constitutes confidential information under the agreement
5. Confidentiality Obligations: Core obligations of the Receiving Party regarding the protection and non-disclosure of confidential information
6. Permitted Disclosures: Circumstances under which the Receiving Party may disclose confidential information
7. Term and Survival: Duration of the agreement and which obligations survive termination
8. Return or Destruction of Confidential Information: Requirements for handling confidential information upon termination or request
9. Remedies: Legal remedies available in case of breach, including injunctive relief
10. Governing Law and Jurisdiction: Specifies Indonesian law as governing law and defines jurisdiction for disputes
1. Data Protection: Include when confidential information involves personal data subject to Indonesian data protection laws
2. Export Control: Add when confidential information may be subject to export control regulations
3. Intellectual Property Rights: Include when confidential information includes IP that needs specific protection
4. Non-Solicitation: Add when there's a need to prevent poaching of employees or clients
5. Publicity: Include when there's a need to restrict public announcements about the business relationship
6. Force Majeure: Add when specific provisions for unforeseen circumstances affecting confidentiality are needed
1. Schedule 1 - Description of Confidential Information: Detailed list or categories of information considered confidential
2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive and handle confidential information
3. Schedule 3 - Security Protocols: Specific security measures required for protecting confidential information
4. Appendix A - Form of Confidentiality Undertaking: Template for confidentiality undertaking to be signed by representatives
Relevant legal definitions
Clauses
Relevant Industries
Technology
Manufacturing
Healthcare
Financial Services
Professional Services
Research & Development
Energy
Telecommunications
Real Estate
Education
Retail
Automotive
Pharmaceuticals
Mining
Agriculture
Relevant Teams
Legal
Compliance
Business Development
Research & Development
Executive Leadership
Human Resources
Information Technology
Procurement
Finance
Operations
Product Development
Strategic Planning
Investment
Corporate Communications
Risk Management
Relevant Roles
Chief Executive Officer
Chief Legal Officer
Legal Counsel
Business Development Manager
Project Manager
Research Director
Chief Technology Officer
Procurement Manager
Human Resources Director
Compliance Officer
Investment Manager
Operations Manager
Chief Financial Officer
Product Development Manager
Strategic Partnership Director
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