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Non Disclosure Non Disparagement Agreement for Germany

Non Disclosure Non Disparagement Agreement Template for Germany

A comprehensive legal agreement governed by German law that combines confidentiality obligations with non-disparagement commitments. This document serves a dual purpose: protecting sensitive business information from unauthorized disclosure while also preventing harmful or negative statements about the contracting parties. It incorporates specific provisions aligned with German trade secret protection laws (GeschGehG), data protection regulations (DSGVO), and civil code requirements (BGB), while ensuring compliance with constitutional protections for freedom of expression. The agreement is structured to be enforceable under German jurisdiction and includes both preventive measures and remedies.

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Non Disclosure Non Disparagement Agreement

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What is a Non Disclosure Non Disparagement Agreement?

The Non-Disclosure Non-Disparagement Agreement is essential in business relationships where parties need to protect both confidential information and professional reputation under German law. This document is particularly relevant when sharing sensitive business information or during the termination of business relationships, combining traditional confidentiality provisions with specific non-disparagement obligations. It's commonly used in employment transitions, business partnerships, or consulting arrangements where parties need mutual assurance about information protection and professional conduct. The agreement must carefully balance protection of business interests with individual rights under German law, including consideration of the Gesch盲ftsgeheimnisgesetz (Trade Secrets Act) and constitutional free speech protections. It's particularly important in situations involving senior personnel, sensitive projects, or high-profile business relationships.

What sections should be included in a Non Disclosure Non Disparagement Agreement?

1. Parties: Identification of the contracting parties with full legal names and addresses

2. Background: Context of the agreement and relationship between the parties

3. Definitions: Definitions of key terms including 'Confidential Information', 'Disparagement', and other relevant terms

4. Confidentiality Obligations: Detailed obligations regarding the protection and non-disclosure of confidential information

5. Non-Disparagement Obligations: Specific prohibitions on disparaging statements or actions

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

7. Duration and Survival: Term of the agreement and provisions that survive termination

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

9. Remedies and Enforcement: Legal remedies including injunctive relief and damages

10. General Provisions: Standard clauses including governing law, jurisdiction, and amendments

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

1. Employee Obligations: Additional provisions specific to employment relationships - include when agreement is with employees

2. Social Media Guidelines: Specific provisions regarding social media behavior - include for high-profile relationships or when social media presence is significant

3. Third Party Rights: Provisions regarding affiliated companies or related parties - include when confidential information involves multiple entities

4. Data Protection: Specific GDPR compliance provisions - include when personal data is involved

5. Trade Secrets Protection: Additional provisions aligned with GeschGehG - include when trade secrets are specifically involved

6. Post-Contractual Obligations: Specific obligations after contract termination - include for long-term business relationships

What schedules should be included in a Non Disclosure Non Disparagement Agreement?

1. Schedule 1 - Specified Confidential Information: Detailed list or categories of information deemed confidential

2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive or handle confidential information

3. Schedule 3 - Security Protocols: Specific procedures for handling and protecting confidential information

4. Appendix A - Form of Confidentiality Acknowledgment: Template for additional parties or employees to acknowledge the agreement

Authors

Alex Denne

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

Jurisdiction

Germany

Cost

Free to use
Relevant legal definitions





































Clauses
























Relevant Industries

Technology

Financial Services

Healthcare

Manufacturing

Media and Entertainment

Professional Services

Pharmaceuticals

Telecommunications

Research and Development

Energy

Consumer Goods

Biotechnology

Aerospace

Education

Consulting

Relevant Teams

Legal

Human Resources

Executive Leadership

Research and Development

Communications

Public Relations

Information Technology

Business Development

Finance

Marketing

Operations

Product Development

Strategic Planning

Corporate Affairs

Compliance

Relevant Roles

Chief Executive Officer

Senior Manager

Human Resources Director

Legal Counsel

Project Manager

Research Scientist

Business Development Director

Chief Technology Officer

Communications Director

Product Manager

Senior Consultant

Executive Assistant

Financial Controller

Department Head

Board Member

Chief Marketing Officer

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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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