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IP Confidentiality Agreement
"I need an IP Confidentiality Agreement governed by Indonesian law for a software development collaboration between my tech startup and a research institution, with specific provisions for source code protection and research data sharing."
1. Parties: Identifies and defines the parties entering into the agreement, including their legal names, addresses, and company registration details
2. Background: Sets out the context of the agreement, including the nature of the parties' relationship and purpose of sharing confidential information
3. Definitions: Defines key terms used throughout the agreement, particularly 'Confidential Information', 'Intellectual Property Rights', and other relevant terms
4. Scope of Confidential Information: Clearly defines what information is covered by the agreement, including both tangible and intangible forms of IP
5. Obligations of Confidentiality: Details the receiving party's obligations regarding the protection and non-disclosure of confidential information
6. Permitted Use: Specifies the authorized purposes for which the confidential information may be used
7. Term and Survival: Specifies the duration of the agreement and which obligations survive after termination
8. Return or Destruction of Confidential Information: Procedures for handling confidential information after the agreement ends or upon request
9. Breach and Remedies: Outlines the consequences of breaching the agreement and available legal remedies
10. Governing Law and Jurisdiction: Specifies that Indonesian law governs the agreement and establishes jurisdiction for dispute resolution
1. Security Measures: Specific technical and organizational measures required for protecting confidential information, particularly relevant for technical or highly sensitive IP
2. Third Party Disclosure: Provisions governing when and how confidential information can be shared with third parties, useful when subcontractors or advisors need access
3. Non-Competition: Restrictions on competitive activities, relevant when the confidential information could provide competitive advantage
4. Non-Solicitation: Prevents poaching of employees or customers, important when parties have access to personnel or customer information
5. Intellectual Property Rights Ownership: Clarifies ownership of existing and new IP rights, particularly important for R&D or collaborative projects
6. Export Control: Compliance with export control laws, necessary when dealing with technical information that may be subject to export restrictions
1. Schedule 1 - Description of Confidential Information: Detailed list or categories of confidential information covered by the agreement
2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive and handle confidential information
3. Schedule 3 - Security Protocols: Specific security measures and protocols for handling different types of confidential information
4. Appendix A - Standard Non-Disclosure Undertaking: Template undertaking to be signed by employees or representatives who will access the confidential information
Authors
Technology
Software Development
Biotechnology
Pharmaceuticals
Manufacturing
Research & Development
Education
Financial Services
Healthcare
Telecommunications
Automotive
Consumer Electronics
Chemical Industry
Energy
Legal
Research and Development
Product Development
Innovation
Intellectual Property
Corporate Development
Business Development
Compliance
Executive Leadership
Technology Transfer
Scientific Affairs
Contract Management
Chief Executive Officer
Chief Technology Officer
Legal Counsel
Intellectual Property Manager
Research Director
Business Development Manager
Product Development Manager
Innovation Manager
Contract Manager
General Counsel
Technology Transfer Officer
Chief Scientific Officer
Project Manager
R&D Manager
Compliance Officer
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