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Data Confidentiality Agreement for Nigeria

Data Confidentiality Agreement Template for Nigeria

A comprehensive legal agreement governed by Nigerian law that establishes confidentiality obligations between parties sharing sensitive or proprietary information. The agreement incorporates requirements from the Nigeria Data Protection Regulation (NDPR) 2019 and relevant cybersecurity laws, defining the terms of data protection, permitted uses, security measures, and consequences of breach. It includes specific provisions for handling personal data, trade secrets, and other confidential information, while ensuring compliance with Nigerian privacy laws and regulations.

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Data Confidentiality Agreement

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What is a Data Confidentiality Agreement?

A Data Confidentiality Agreement is essential when parties need to share sensitive or proprietary information while ensuring its protection and confidentiality under Nigerian law. This document is commonly used in business relationships, collaborations, employment contexts, or service arrangements where confidential information needs to be disclosed. It incorporates requirements from Nigerian data protection regulations, particularly the NDPR 2019, and addresses cybersecurity considerations under the Cybercrimes Act 2015. The agreement is crucial for protecting trade secrets, personal data, intellectual property, and other sensitive information, while establishing clear obligations, permitted uses, and consequences of breach. It's particularly relevant given Nigeria's evolving data protection landscape and increasing focus on information security compliance.

What sections should be included in a Data Confidentiality Agreement?

1. Parties: Identification of the parties entering into the agreement, including their full legal names, registration numbers, and addresses

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

3. Definitions: Definitions of key terms including 'Confidential Information', 'Data Protection Laws', 'Personal Data', 'Permitted Purpose', and other relevant terms

4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement

5. Confidentiality Obligations: Core obligations regarding protection, non-disclosure, and permitted uses of confidential information

6. Data Protection Compliance: Obligations to comply with NDPR and other applicable data protection laws

7. Security Measures: Required technical and organizational measures to protect confidential information

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

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

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

11. General Provisions: Standard clauses including governing law, jurisdiction, entire agreement, and variation

What sections are optional to include in a Data Confidentiality Agreement?

1. International Data Transfers: Required when confidential information will be transferred outside Nigeria, addressing NDPR requirements for international transfers

2. Industry-Specific Compliance: Additional compliance requirements for specific regulated industries (e.g., financial services, healthcare)

3. Subcontractors: Provisions governing the use of subcontractors or third-party service providers who may access confidential information

4. Insurance Requirements: Specific insurance obligations for cyber liability or data breach coverage

5. Audit Rights: Rights to audit compliance with confidentiality and data protection obligations

6. Data Breach Notification: Specific procedures and timeframes for notifying of data breaches

7. Competing Business Activities: Non-compete provisions if relevant to the business relationship

What schedules should be included in a Data Confidentiality Agreement?

1. Schedule 1 - Categories of Confidential Information: Detailed list of specific types of confidential information covered by the agreement

2. Schedule 2 - Authorized Personnel: List of individuals or roles authorized to access confidential information

3. Schedule 3 - Security Requirements: Detailed technical and organizational security measures required

4. Schedule 4 - Data Processing Details: If personal data is involved, details of processing activities as required by NDPR

5. Schedule 5 - Return/Destruction Procedures: Detailed procedures for returning or destroying confidential information

6. Appendix A - Form of Confidentiality Undertaking: Template confidentiality undertaking for authorized personnel

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

Nigeria

Cost

Free to use
Relevant legal definitions








































Clauses




























Relevant Industries

Technology

Healthcare

Financial Services

Manufacturing

Professional Services

Education

Telecommunications

Energy

Research & Development

Pharmaceutical

Legal Services

Government

Media & Entertainment

Retail

Relevant Teams

Legal

Information Technology

Information Security

Compliance

Human Resources

Risk Management

Research & Development

Operations

Data Protection

Procurement

Executive Leadership

Project Management

Relevant Roles

Chief Executive Officer

Chief Information Officer

Data Protection Officer

Legal Counsel

Compliance Manager

Information Security Manager

HR Director

Project Manager

Research Director

Business Development Manager

IT Manager

Risk Manager

Operations Manager

Procurement Manager

System Administrator

Database Administrator

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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