This document template provides a One-Way Non Disclosure Agreement specifically structured under Belgian law, designed for situations where one party needs to share confidential information with another party while maintaining strict control over its use and dissemination. The agreement is particularly useful for initial business discussions, potential partnerships, vendor relationships, or consulting arrangements where unilateral disclosure of sensitive information is necessary. It incorporates key requirements from the Belgian Trade Secrets Act of 2018 and the Belgian Civil Code, including specific provisions for protecting trade secrets, defining confidential information, and establishing clear obligations for the receiving party. The document is designed to provide robust protection while remaining compliant with Belgian competition law and data protection requirements.
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1. Parties: Identification of the Disclosing Party and Receiving Party with full legal details
2. Background: Context of the relationship and purpose of sharing confidential information
3. Definitions: Definitions of key terms including 'Confidential Information', 'Representatives', and 'Purpose'
4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement
5. Obligations of Confidentiality: Core confidentiality obligations of the Receiving Party
6. Permitted Disclosures: Circumstances under which confidential information may be disclosed to representatives or as required by law
7. Security Measures: Required measures for protecting and securing confidential information
8. Return or Destruction of Confidential Information: Obligations regarding the handling of 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 including injunctive relief
11. General Provisions: Standard clauses including governing law, jurisdiction, and entire agreement
1. Intellectual Property Rights: Clarification that no IP rights are transferred, used when confidential information includes IP-sensitive material
2. Data Protection: Specific provisions for handling personal data, required when confidential information includes personal data
3. Non-Solicitation: Prohibition on soliciting employees or customers, relevant when sharing business-sensitive information
4. Residual Knowledge: Provisions regarding use of non-confidential general knowledge retained by recipients, useful for technology-related NDAs
5. Export Control: Compliance with export control laws, necessary when dealing with regulated technologies or international transfers
1. Schedule 1 - Description of Purpose: Detailed description of the permitted purpose for which confidential information may be used
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. Schedule 4 - Types of Confidential Information: Detailed categorization of different types of confidential information covered
Authors
Relevant legal definitions
Clauses
Relevant Industries
Technology and Software
Manufacturing
Professional Services
Healthcare and Pharmaceuticals
Financial Services
Research and Development
Consumer Goods
Energy and Utilities
Telecommunications
Biotechnology
Aerospace and Defense
Education and Training
Relevant Teams
Legal
Business Development
Executive Leadership
Research and Development
Procurement
Human Resources
Finance
Information Technology
Compliance
Operations
Strategic Planning
Investment
Technical Operations
Relevant Roles
Chief Executive Officer
Legal Counsel
Business Development Manager
Chief Technology Officer
Research Director
Procurement Manager
Human Resources Director
Chief Financial Officer
Project Manager
Innovation Manager
Compliance Officer
Operations Director
Strategic Partnerships Manager
Investment Manager
Technical Director
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