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3 Way NDA

3 Way NDA Template for Netherlands

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Key Requirements PROMPT example:

3 Way NDA

"I need a Three-Way NDA under Dutch law for a joint venture between my manufacturing company, a technology supplier, and a distribution partner, with special attention to protecting manufacturing processes and customer data."

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Document background
This Three-Way NDA (also known as a Tripartite NDA) is essential for business situations where confidential information needs to be shared among three distinct parties while maintaining strict confidentiality protections. Common scenarios include joint ventures, merger discussions, collaborative research projects, or complex supply chain arrangements. The agreement, governed by Dutch law, incorporates requirements from the Dutch Civil Code (Burgerlijk Wetboek) and the EU GDPR (as implemented in Dutch law), making it suitable for both domestic Dutch transactions and international business relationships with a Dutch nexus. It includes comprehensive provisions for information classification, handling procedures, and security measures, while clearly delineating the obligations and responsibilities of each party in protecting shared confidential information.
Suggested Sections

1. Parties: Identification and details of all three parties to the agreement

2. Background: Context of the relationship between the three parties and purpose of sharing confidential information

3. Definitions: Key terms including 'Confidential Information', 'Permitted Purpose', 'Representatives', and other relevant definitions

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

5. Obligations of Confidentiality: Core confidentiality obligations of each party, including storage, protection, and handling of confidential information

6. Permitted Disclosures: Circumstances under which confidential information may be shared and with whom

7. Security Measures: Required security measures for protecting confidential information

8. Return or Destruction of Confidential Information: Procedures for handling confidential information upon termination or request

9. Term and Termination: Duration of the agreement and termination provisions

10. Breach and Remedies: Consequences of breach and available remedies

11. General Provisions: Standard clauses including governing law, jurisdiction, and entire agreement

Optional Sections

1. Personal Data Protection: Additional provisions when confidential information includes personal data under GDPR/AVG

2. Digital Security Requirements: Specific provisions for digital storage and transmission of confidential information

3. Competing Activities: Restrictions on competing activities if relevant to the business relationship

4. Audit Rights: Rights to audit compliance with confidentiality obligations

5. Insurance Requirements: Obligations to maintain specific insurance coverage

6. Survivorship: Specific provisions about which obligations survive termination

7. Assignment and Subcontracting: Rules about transferring rights or obligations to third parties

Suggested Schedules

1. Schedule 1 - Authorized Representatives: List of authorized representatives from each party who may receive confidential information

2. Schedule 2 - Security Protocols: Detailed security measures and protocols to be followed by all parties

3. Schedule 3 - Permitted Purpose Details: Detailed description of the specific permitted purposes for using confidential information

4. Appendix A - Information Classification Guidelines: Guidelines for classification levels of confidential information and corresponding handling requirements

Authors

Alex Denne

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

alex.den.21@genieai.co
Relevant legal definitions






























Clauses




























Relevant Industries

Technology

Manufacturing

Pharmaceuticals

Financial Services

Professional Services

Healthcare

Research & Development

Biotechnology

Aerospace & Defense

Energy

Telecommunications

Relevant Teams

Legal

Compliance

Research & Development

Corporate Development

Information Security

Risk Management

Procurement

Business Development

Innovation

Strategic Partnerships

Executive Leadership

Intellectual Property

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Legal Counsel

Compliance Officer

Business Development Manager

Research Director

Project Manager

Corporate Development Director

Chief Technology Officer

Innovation Manager

Procurement Manager

Strategic Partnerships Director

Intellectual Property Manager

Information Security Officer

Risk Manager

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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