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Confidentiality And Non Disclosure Agreement for Philippines

Confidentiality And Non Disclosure Agreement Template for Philippines

A comprehensive legal document governed by Philippine law that establishes confidentiality obligations between parties sharing sensitive information. This agreement defines the scope of confidential information, outlines handling and protection requirements, and specifies remedies for unauthorized disclosure. It incorporates compliance requirements with Philippine data privacy laws, particularly the Data Privacy Act of 2012, while establishing clear mechanisms for protecting trade secrets and proprietary information. The document includes provisions for both physical and digital information security, making it suitable for modern business transactions in the Philippine context.

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What is a Confidentiality And Non Disclosure Agreement?

The Confidentiality and Non-Disclosure Agreement serves as a crucial legal instrument in the Philippine business environment, where protecting proprietary information and trade secrets is essential for maintaining competitive advantage. This document is commonly used when parties need to share sensitive information during business negotiations, employment relationships, or collaborative ventures. It ensures compliance with Philippine legislation, including the Data Privacy Act of 2012 and the Intellectual Property Code, while providing clear remedies under Philippine contract law for unauthorized disclosures. The agreement is particularly relevant given the growing importance of data protection in the Philippine business landscape and the increasing number of international business transactions requiring local law compliance.

What sections should be included in a Confidentiality And Non Disclosure Agreement?

1. Parties: Identification of the disclosing and receiving parties, including their legal names, addresses, and business registration details

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

3. Definitions: Clear definitions of key terms, especially 'Confidential Information', 'Authorized Personnel', and 'Trade Secrets'

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

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

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees, advisors, or as required by law

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

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

9. Term and Termination: Duration of the agreement and circumstances for termination

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

11. Governing Law and Jurisdiction: Specification of Philippine law as governing law and jurisdiction for disputes

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

1. Data Privacy Compliance: Additional provisions for compliance with the Data Privacy Act when personal data is involved

2. Intellectual Property Rights: Specific provisions regarding IP rights when technical or proprietary information is shared

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

4. Digital Security Measures: Specific provisions for digital security when electronic data is involved

5. Export Control: Provisions for international data transfers or cross-border confidentiality obligations

6. Publicity and Announcements: Restrictions on public announcements about the business relationship

7. Insurance Requirements: Requirements for insurance coverage related to data protection

8. Survival Clause: Specification of obligations that continue after termination

What schedules should be included in a Confidentiality And Non Disclosure Agreement?

1. Schedule A - Designated Representatives: List of authorized personnel who may access confidential information

2. Schedule B - Security Protocols: Detailed security procedures and requirements for handling confidential information

3. Schedule C - Categories of Confidential Information: Detailed categorization of different types of confidential information covered

4. Appendix 1 - Data Processing Requirements: Specific requirements for processing personal or sensitive data under Philippine law

5. Appendix 2 - Form of Confidentiality Undertaking: Template confidentiality undertaking for employees or subcontractors

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

Philippines

Publisher

Ƶ

Document Type

Agreement Contract

Cost

Free to use
Relevant legal definitions






























Clauses





























Relevant Industries

Technology and Software

Manufacturing

Financial Services

Healthcare

Professional Services

Research and Development

Telecommunications

Retail and E-commerce

Education

Real Estate

Energy and Utilities

Media and Entertainment

Biotechnology

Construction

Logistics and Transportation

Relevant Teams

Legal

Human Resources

Compliance

Information Technology

Research and Development

Business Development

Operations

Finance

Procurement

Executive Leadership

Risk Management

Information Security

Corporate Communications

Project Management Office

Investment

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Legal Counsel

Compliance Officer

Human Resources Director

Business Development Manager

Project Manager

Research Director

Technology Officer

Procurement Manager

Investment Manager

Operations Director

Contract Administrator

Information Security Officer

Risk Manager

Department Head

Senior Consultant

Partnership 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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