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This Two Way NDA template is specifically designed for use under Nigerian law when two parties need to share confidential information with each other in a mutually protective manner. It is commonly used during business negotiations, due diligence processes, joint ventures, or any situation where reciprocal exchange of sensitive information is required. The document incorporates key provisions required by Nigerian contract law and common law principles, including clear definitions of confidential information, permitted uses, security measures, and remedies for breach. This template is particularly relevant for businesses operating in Nigeria's growing economy, where protection of trade secrets and proprietary information is crucial for maintaining competitive advantage. The agreement ensures equal protection for both parties, making it suitable for relationships where trust and confidentiality are paramount.

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

2. Background: Context of the agreement, purpose of sharing confidential information, and nature of the potential business relationship

3. Definitions: Detailed definitions of key terms, especially 'Confidential Information', 'Permitted Purpose', 'Representatives', and other relevant terms

4. Scope of Confidentiality: Detailed description of what constitutes confidential information for both parties and how it will be identified

5. Obligations of Confidentiality: Core mutual obligations regarding the protection and non-disclosure of confidential information

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

7. Security Measures: Specific measures required to protect confidential information

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

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

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

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

12. General Provisions: Standard boilerplate clauses including entire agreement, amendments, and severability