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Termination Confidentiality Agreement for Indonesia

Termination Confidentiality Agreement Template for Indonesia

A comprehensive legal document governed by Indonesian law that formalizes the continuing confidentiality obligations of a departing employee or contractor after the termination of their employment or engagement. The agreement ensures the protection of company trade secrets, proprietary information, and confidential data in accordance with Law No. 30 of 2000 on Trade Secrets and Law No. 27 of 2022 on Personal Data Protection. It specifically outlines the obligations for maintaining confidentiality, procedures for returning company materials, and consequences of breach, while ensuring compliance with Indonesian employment and data protection regulations.

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Termination Confidentiality Agreement

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What is a Termination Confidentiality Agreement?

The Termination Confidentiality Agreement is essential when concluding an employment or contractor relationship in Indonesia, particularly where the individual has had access to sensitive company information. This document is typically executed during the offboarding process and serves as a critical tool for protecting intellectual property, trade secrets, and other confidential information after the employment relationship ends. It builds upon existing confidentiality obligations while specifically addressing post-termination scenarios, ensuring compliance with Indonesian regulations including Law No. 30 of 2000 on Trade Secrets, Law No. 13 of 2003 on Employment, and Law No. 27 of 2022 on Personal Data Protection. The agreement is particularly crucial for roles involving access to sensitive information, proprietary technology, or strategic business data.

What sections should be included in a Termination Confidentiality Agreement?

1. Parties: Identification of the parties entering into the agreement, including the company and the departing employee/contractor

2. Background: Context of the agreement, including reference to the termination of the original employment/engagement and the need for ongoing confidentiality

3. Definitions: Key terms used in the agreement, including 'Confidential Information', 'Trade Secrets', 'Intellectual Property', and 'Material'

4. Acknowledgment of Prior Obligations: Confirmation of existing confidentiality obligations from previous agreements

5. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement

6. Continuing Obligations: Specific ongoing confidentiality obligations post-termination

7. Return of Materials: Requirements and process for returning all confidential materials and company property

8. Deletion of Electronic Data: Procedures for permanent deletion of electronic confidential information

9. Non-Disclosure Obligations: Specific prohibitions on disclosure of confidential information

10. Permitted Disclosures: Circumstances under which confidential information may be disclosed (e.g., legal requirements)

11. Duration of Obligations: Time period for which confidentiality obligations remain in effect

12. Breach and Remedies: Consequences of breaching the agreement and available legal remedies

13. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and jurisdiction for disputes

14. Execution: Signature blocks and execution requirements

What sections are optional to include in a Termination Confidentiality Agreement?

1. Non-Competition: Restrictions on competing activities, if applicable under Indonesian law and original employment terms

2. Non-Solicitation: Restrictions on soliciting employees or customers, if relevant to the business relationship

3. Intellectual Property Rights: Additional provisions regarding IP rights if the employee was involved in creation of IP

4. Survival of Other Agreements: Reference to other agreements that continue to survive termination

5. Data Protection Compliance: Specific provisions relating to personal data protection under Indonesian law

6. International Transfer of Data: Provisions for cases involving international data transfer

7. Industry-Specific Obligations: Additional confidentiality requirements specific to regulated industries

8. Alternative Dispute Resolution: Provisions for mediation or arbitration before court proceedings

What schedules should be included in a Termination Confidentiality Agreement?

1. Schedule 1 - Confidential Information: Detailed list of specific confidential information covered by the agreement

2. Schedule 2 - Return of Materials Checklist: Itemized list of physical and electronic materials to be returned

3. Schedule 3 - Data Deletion Protocol: Specific procedures for ensuring complete deletion of electronic data

4. Schedule 4 - Confirmation of Compliance: Form for confirming compliance with return and deletion requirements

5. Appendix A - Original Confidentiality Provisions: Relevant extracts from original employment agreement or confidentiality agreement

6. Appendix B - Exit Interview Record: Documentation of exit interview and verbal confirmations regarding confidentiality

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

Financial Services

Manufacturing

Healthcare

Professional Services

Telecommunications

Pharmaceutical

Energy

Mining

Retail

E-commerce

Research and Development

Education

Construction

Agriculture

Relevant Teams

Human Resources

Legal

Information Technology

Research & Development

Executive Leadership

Finance

Operations

Sales

Marketing

Product Development

Customer Service

Business Development

Data Analytics

Engineering

Administration

Relevant Roles

Chief Executive Officer

Chief Technology Officer

Senior Software Engineer

Research Scientist

Product Manager

Financial Controller

Human Resources Director

Operations Manager

Business Development Manager

Project Manager

Data Analyst

Systems Administrator

Sales Director

Marketing Manager

Legal Counsel

Department Head

Executive Assistant

Technical Lead

Account Manager

Research Director

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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