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Nondisclosure Agreement for Malaysia

Nondisclosure Agreement Template for Malaysia

A comprehensive legal document governed by Malaysian law that establishes confidentiality obligations between parties sharing sensitive information. This agreement outlines the terms and conditions for handling confidential information, including its use, protection, and disclosure restrictions. It incorporates relevant provisions from Malaysian legislation, including the Contracts Act 1950 and Trade Secrets Act 2021, providing legal remedies for unauthorized disclosure while ensuring compliance with local data protection requirements and business practices.

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Nondisclosure Agreement

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What is a Nondisclosure Agreement?

This Nondisclosure Agreement (NDA) is designed for use in Malaysia when parties need to share confidential information while ensuring its protection under Malaysian law. The document is essential for business negotiations, employment relationships, and commercial transactions where sensitive information needs to be disclosed. It covers various types of confidential information including trade secrets, proprietary technology, business strategies, customer data, and intellectual property. The agreement ensures compliance with Malaysian legislation including the Contracts Act 1950, Trade Secrets Act 2021, and Personal Data Protection Act 2010, while providing clear mechanisms for enforcement and remedies in case of breach.

What sections should be included in a Nondisclosure Agreement?

1. Parties: Identifies and provides full details of the disclosing and receiving parties, including registration numbers for companies or identification numbers for individuals

2. Background: Explains the context and purpose of the agreement, including the nature of the business relationship between the parties

3. Definitions: Defines key terms including 'Confidential Information', 'Representatives', 'Permitted Purpose', and other relevant terms

4. Confidentiality Obligations: Details the core obligations to maintain confidentiality and protect the disclosed information

5. Permitted Use and Disclosure: Specifies how the receiving party may use the confidential information and to whom it may be disclosed

6. Security Measures: Outlines the specific measures required to protect the confidential information

7. Return or Destruction of Information: Procedures for handling confidential information upon termination or request

8. Duration and Survival: Specifies the term of the agreement and which obligations survive termination

9. Breach and Remedies: Details the consequences of breach and available remedies including injunctive relief

10. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and entire agreement

What sections are optional to include in a Nondisclosure Agreement?

1. Non-Solicitation: Prohibits solicitation of employees or customers, used when parties have access to sensitive relationship information

2. Non-Competition: Restricts competitive activities, included when sharing highly sensitive business information

3. Intellectual Property Rights: Clarifies ownership and rights related to IP, used when confidential information includes IP

4. Data Protection: Additional provisions for personal data handling, required when confidential information includes personal data

5. Export Control: Compliance with export control laws, needed for international transfers of technical information

6. Force Majeure: Addresses unforeseen circumstances, included for longer-term NDAs

7. Assignment: Rules for transferring rights under the agreement, important for corporate restructuring scenarios

8. Costs and Expenses: Allocation of costs related to confidentiality measures, useful for complex information protection requirements

What schedules should be included in a Nondisclosure Agreement?

1. Schedule 1 - Description of Confidential Information: Detailed list or categories of 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 procedures to be followed

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

5. Appendix A - Form of Acknowledgment: Template for representatives to acknowledge their confidentiality obligations

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

Malaysia

Cost

Free to use
Relevant legal definitions






















Clauses

























Relevant Industries

Technology

Manufacturing

Healthcare

Financial Services

Professional Services

Research and Development

Biotechnology

Real Estate

Energy

Telecommunications

Education

Retail

Construction

Automotive

Agriculture

Mining

Media and Entertainment

Relevant Teams

Legal

Human Resources

Executive Leadership

Research and Development

Information Technology

Business Development

Operations

Finance

Procurement

Sales

Marketing

Product Development

Strategy

Corporate Communications

Investment

Quality Assurance

Relevant Roles

Chief Executive Officer

Chief Technology Officer

Legal Counsel

Human Resources Manager

Business Development Manager

Project Manager

Research Director

Investment Manager

Operations Manager

Procurement Manager

Software Developer

Product Manager

Financial Controller

Sales Director

Strategy Consultant

Technical Lead

Department Head

Research Scientist

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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