This Non-Disclosure Deed template is designed for use in business relationships where confidential information needs to be protected under Saudi Arabian law. It serves various business contexts, from potential investments and joint ventures to vendor relationships and consulting engagements. The document is structured to comply with Saudi Arabia's legal framework, which combines Sharia law principles with modern commercial regulations, including recent updates under Vision 2030. It provides comprehensive protection for confidential information while ensuring enforceability in Saudi courts. The deed is particularly relevant for both domestic Saudi operations and international businesses engaging with Saudi entities, incorporating necessary provisions for data protection, electronic information handling, and cross-border information transfers.
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1. Parties: Identification of the disclosing party and receiving party, including full legal names, addresses, and commercial registration details as required under Saudi law
2. Background: Context of the relationship between the parties and purpose of sharing confidential information
3. Definitions: Clear definitions of key terms, particularly 'Confidential Information', 'Permitted Purpose', and 'Representatives', ensuring compatibility with Saudi legal terminology
4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement
5. Confidentiality Obligations: Core obligations regarding the protection and non-disclosure of confidential information
6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including legal requirements and authorized representatives
7. Security Measures: Specific measures required to protect confidential information, aligned with Saudi cybersecurity requirements
8. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination or request
9. Duration and Survival: Term of the agreement and surviving obligations
10. Breach and Remedies: Consequences of breach and available remedies under Saudi law
11. Governing Law and Jurisdiction: Explicit statement of Saudi law governance and jurisdiction of Saudi courts
1. Shariah Compliance: Required when the agreement needs explicit confirmation of compliance with Islamic principles
2. Data Protection Compliance: Required when confidential information includes personal data subject to Saudi data protection regulations
3. Electronic Storage Provisions: Required when confidential information will be stored or transmitted electronically, addressing Saudi cloud computing regulations
4. Non-Solicitation: Optional provision preventing solicitation of employees or customers, if relevant to the business relationship
5. Translation Clause: Required when the agreement will be executed in both Arabic and English, specifying which version prevails
6. Assignment and Succession: Optional section dealing with transfer of rights and obligations
7. Specific Industry Compliance: Required when the NDA relates to regulated industries (e.g., healthcare, financial services)
1. Schedule 1 - Detailed Description of Confidential Information: Comprehensive list or categories of information covered by the NDA
2. Schedule 2 - Authorized Representatives: List of individuals or roles authorized to receive confidential information
3. Schedule 3 - Security Protocols: Specific security measures and protocols required for handling confidential information
4. Appendix A - Form of Acknowledgment: Template for additional parties or representatives to acknowledge and agree to the NDA terms
5. Appendix B - Data Handling Procedures: Detailed procedures for handling, storing, and disposing of confidential information
Relevant legal definitions
Clauses
Relevant Industries
Technology and IT
Financial Services
Healthcare and Pharmaceuticals
Manufacturing
Energy and Petrochemicals
Professional Services
Real Estate and Construction
Telecommunications
Education and Research
Defense and Security
Retail and Consumer Goods
Mining and Natural Resources
Transportation and Logistics
Media and Entertainment
Relevant Teams
Legal
Compliance
Executive Leadership
Business Development
Human Resources
Information Technology
Operations
Research and Development
Finance
Procurement
Strategy
Risk Management
Information Security
Corporate Secretariat
Relevant Roles
Legal Counsel
Compliance Officer
Business Development Manager
Chief Executive Officer
Chief Financial Officer
Project Manager
Human Resources Director
Technology Officer
Operations Manager
Research Director
Investment Manager
Procurement Manager
Strategy Consultant
Corporate Secretary
Risk Manager
Information Security Officer
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