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Non Disclosure Contract for Indonesia

Non Disclosure Contract Template for Indonesia

A comprehensive confidentiality agreement governed by Indonesian law, designed to protect proprietary and confidential information shared between parties. This document incorporates requirements from Indonesian Civil Code and Trade Secrets Law No. 30 of 2000, ensuring enforceability within Indonesian jurisdiction. It establishes clear obligations for handling confidential information, defines permitted uses, outlines security requirements, and provides remedies for breach. The agreement can be customized for both unilateral and mutual confidentiality obligations, suitable for various business relationships and transactions under Indonesian law.

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Non Disclosure Contract

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What is a Non Disclosure Contract?

The Non Disclosure Contract serves as a critical legal instrument in Indonesian business operations, essential for protecting confidential information and trade secrets during business negotiations, partnerships, or employment relationships. It is particularly relevant given Indonesia's developing intellectual property landscape and the specific requirements under Law No. 30 of 2000 on Trade Secrets. This document is commonly used before beginning substantive business discussions, during due diligence processes, in employment contexts, or when sharing sensitive technical, commercial, or operational information. The agreement must comply with Indonesian Civil Code requirements for contract formation and enforcement, while addressing specific aspects of confidentiality protection under local law.

What sections should be included in a Non Disclosure Contract?

1. Parties: Identification of all parties to the agreement, including full legal names, addresses, and company registration details if applicable

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

3. Definitions: Detailed definitions of key terms, especially 'Confidential Information', 'Permitted Purpose', 'Representatives', 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 duty of care, non-disclosure, and permitted uses

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

7. Term and Survival: Duration of the agreement and which obligations survive termination

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

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

10. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and jurisdiction for disputes

11. Execution: Signature blocks and execution requirements under Indonesian law

What sections are optional to include in a Non Disclosure Contract?

1. Security Measures: Specific security protocols required for handling confidential information, particularly relevant for technical or highly sensitive information

2. Non-Solicitation: Restrictions on soliciting employees or customers, included when business relationship involves access to personnel or customer information

3. Intellectual Property Rights: Clarification of IP ownership and rights, particularly relevant when shared information includes patents, copyrights, or trade secrets

4. Data Privacy Compliance: Specific provisions for handling personal data under Indonesian data protection laws, needed when confidential information includes personal data

5. Export Control: Compliance with export control laws, relevant for international businesses or technology transfer

6. Force Majeure: Provisions for extraordinary events affecting compliance, particularly relevant in long-term NDAs

7. Electronic Information Handling: Specific provisions for digital data handling under Law No. 11 of 2008, needed when confidential information is in electronic form

What schedules should be included in a Non Disclosure Contract?

1. Schedule 1 - Categories of Confidential Information: Detailed listing of specific types or categories of confidential information covered

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

3. Schedule 3 - Security Protocols: Detailed security procedures and requirements for handling confidential information

4. Appendix A - Form of Confidentiality Undertaking: Template confidentiality agreement for representatives or employees who will have access to confidential information

5. Appendix B - Data Destruction Certificate: Template certificate confirming destruction of confidential information when required

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

Indonesia

Cost

Free to use
Relevant legal definitions



























Clauses
























Relevant Industries

Technology

Manufacturing

Healthcare

Financial Services

Professional Services

Education

Research & Development

Energy

Mining

Telecommunications

Real Estate

Retail

Agriculture

Pharmaceuticals

Construction

Media & Entertainment

Relevant Teams

Legal

Human Resources

Executive Leadership

Business Development

Research and Development

Information Technology

Finance

Operations

Procurement

Compliance

Corporate Affairs

Intellectual Property

Strategy

Project Management

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Legal Counsel

Business Development Manager

Human Resources Director

Chief Technology Officer

Research Director

Project Manager

Investment Manager

Procurement Manager

Chief Financial Officer

Operations Director

Compliance Officer

Intellectual Property Manager

Contract Administrator

Corporate Secretary

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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