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Unilateral Non Disclosure Agreement Template for Singapore

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Key Requirements PROMPT example:

Unilateral Non Disclosure Agreement

"I need a Unilateral Non Disclosure Agreement under Singapore law to protect proprietary software code and development methodologies that we'll be sharing with a potential manufacturing partner in March 2025, with special emphasis on data security protocols and return of information requirements."

What is a Unilateral Non Disclosure Agreement?

The Unilateral Non Disclosure Agreement is essential for businesses operating in Singapore who need to protect sensitive information while sharing it with third parties. This document is commonly used when entering into preliminary discussions for business transactions, engaging contractors, or sharing proprietary information with potential partners. It aligns with Singapore's robust legal framework for protecting business secrets and confidential information, providing clear obligations and enforcement mechanisms under local law.

What sections should be included in a Unilateral Non Disclosure Agreement?

1. Parties: Identifies the disclosing party and receiving party

2. Background: Explains context and purpose of the NDA

3. Definitions: Defines key terms including 'Confidential Information'

4. Confidentiality Obligations: Core obligations regarding use and protection of confidential information

5. Term and Termination: Duration of agreement and termination provisions

6. Return of Confidential Information: Obligations upon termination regarding confidential materials

7. Governing Law: Specifies Singapore law as governing law

What sections are optional to include in a Unilateral Non Disclosure Agreement?

1. Permitted Disclosures: Exceptions to confidentiality obligations for specific circumstances such as legal requirements or authorized third parties

2. Security Measures: Specific security requirements and protocols for protecting confidential information

3. Intellectual Property Rights: Clarification of IP ownership and rights related to the confidential information

4. Non-Solicitation: Restrictions on soliciting employees or customers of the disclosing party

What schedules should be included in a Unilateral Non Disclosure Agreement?

1. Schedule 1: Description of Confidential Information: Detailed list and description of information covered by the NDA

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

3. Schedule 3: Security Protocols: Detailed security measures and procedures to be implemented for protecting confidential information

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

Relevant legal definitions














Clauses


















Industries

Contract Law: Common Law principles governing contract formation, enforcement, and remedies in Singapore

Evidence Act (Chapter 97): Singapore legislation governing the admissibility of evidence, including documentary evidence and confidential information

Personal Data Protection Act 2012: Legislation governing the collection, use, disclosure and care of personal data in Singapore

Official Secrets Act (Chapter 213): Law protecting official secrets and state-sensitive information from disclosure

Competition Act (Chapter 50B): Legislation ensuring that confidentiality obligations do not unfairly restrict competition in the market

Employment Act: Relevant when NDA involves employees, governing employer-employee relationships and workplace confidentiality

Confidentiality Case Law: Precedent cases in Singapore courts regarding enforcement of confidentiality obligations and NDAs

Trade Secrets Case Law: Legal precedents specifically dealing with protection of trade secrets and proprietary information

Restraint of Trade Doctrine: Legal principle ensuring confidentiality obligations do not unreasonably restrict trade or commercial activities

Reasonableness Principle: Legal requirement that confidentiality obligations must be reasonable in scope, duration, and geographic extent

Legitimate Business Interests: Legal principle requiring that NDAs must protect genuine business interests to be enforceable

TRIPS Agreement: International agreement setting standards for intellectual property protection, including trade secrets

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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