Secret Agreement

Secret Agreement Template for Indonesia

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Key Requirements PROMPT example:

"I need a Secret Agreement for my technology company in Jakarta to share proprietary software code with a potential investor from Singapore, with the agreement to be effective from March 1, 2025, and including strict provisions for source code protection and remote access protocols."

Document background

A Secret Agreement is essential when parties need to share confidential information while ensuring its protection under Indonesian law. This document is commonly used during business negotiations, due diligence processes, joint venture discussions, or any situation where sensitive commercial, technical, or proprietary information needs to be disclosed. The agreement must comply with Indonesian regulations, particularly the Law No. 30 of 2000 on Trade Secrets and relevant provisions of the Indonesian Civil Code. It typically includes detailed definitions of confidential information, security protocols, permitted uses, and enforcement mechanisms. The Secret Agreement is particularly crucial in Indonesia's business environment, where protection of trade secrets and confidential information requires robust contractual safeguards due to the developing nature of intellectual property protection frameworks.

Suggested Sections

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

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

3. Definitions: Detailed definitions of terms used in the agreement, particularly 'Confidential Information', 'Authorized Representatives', and 'Permitted Purpose'

4. Scope of Confidential Information: Precise 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 Uses: Specified permitted uses of the confidential information and conditions for such use

7. Security Measures: Required security protocols and measures for protecting confidential information

8. Return or Destruction of Information: Procedures for returning or destroying confidential information upon termination or request

9. Term and Termination: Duration of the agreement and circumstances for termination

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

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

Optional Sections

1. Data Protection Compliance: Additional provisions for compliance with data protection laws when confidential information includes personal data

2. Intellectual Property Rights: Provisions clarifying ownership and protection of IP rights in confidential information

3. Employee and Contractor Obligations: Extended provisions for ensuring compliance by employees and contractors

4. Export Control: Provisions regarding compliance with export control laws if applicable to the confidential information

5. Insurance Requirements: Obligations to maintain specific insurance coverage for potential breaches

6. Publicity and Announcements: Restrictions on public statements or announcements about the existence of the agreement

7. Force Majeure: Provisions for handling confidentiality obligations during force majeure events

Suggested Schedules

1. Schedule 1 - Detailed Description of Confidential Information: Comprehensive list and description of all information deemed confidential under the agreement

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

3. Schedule 3 - Security Protocols: Detailed security measures and protocols for handling confidential information

4. Schedule 4 - Permitted Purpose Details: Detailed description of the specific purposes for which confidential information may be used

5. Appendix A - Form of Confidentiality Undertaking: Template confidentiality undertaking for employees or contractors

6. Appendix B - Information Return/Destruction Certificate: Template certificate confirming return or destruction of confidential information

Authors

Alex Denne

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

alex.den.21@genieai.co

Relevant legal definitions

Clauses

Relevant Industries

Technology

Pharmaceuticals

Manufacturing

Research & Development

Financial Services

Professional Services

Healthcare

Telecommunications

Aerospace & Defense

Biotechnology

Energy

Industrial Design

Relevant Teams

Legal

Compliance

Executive Leadership

Research and Development

Information Security

Corporate Development

Innovation

Business Development

Information Technology

Risk Management

Intellectual Property

Strategy

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Legal Counsel

Chief Technology Officer

Research Director

Business Development Manager

Project Manager

Compliance Officer

Intellectual Property Manager

Chief Information Security Officer

Chief Financial Officer

Head of Innovation

Strategic Partnership Director

General Counsel

Corporate Secretary

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