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Proprietary Information Agreement

Proprietary Information Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Proprietary Information Agreement

"I need a Proprietary Information Agreement for a potential joint venture between my UAE-based technology company and a foreign software vendor, who will be accessing our source code and customer data during the evaluation phase starting March 2025."

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Document background
The Proprietary Information Agreement is a critical legal document used in the United Arab Emirates when parties need to share sensitive or confidential information while ensuring its protection. This document is essential for business transactions, negotiations, employment relationships, and commercial partnerships where proprietary information needs to be disclosed. It is particularly relevant in the UAE business environment, where protection of trade secrets and confidential information is governed by various federal laws including the UAE Civil Code, Commercial Transactions Law, and recent data protection regulations. The agreement typically covers technical data, business information, trade secrets, customer information, and other proprietary material, while incorporating specific UAE legal requirements for enforcement and remedies. It serves as a crucial risk management tool for businesses operating in the UAE market, providing legal protection for valuable confidential information.
Suggested Sections

1. Parties: Identification of the disclosing and receiving parties, including full legal names and registered addresses

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

3. Definitions: Detailed definitions including 'Confidential Information', 'Authorized Representatives', 'Permitted Purpose', and other key terms

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

5. Obligations of Confidentiality: Core confidentiality obligations, including duty of care, non-disclosure, and security measures

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees and professional advisors

7. Protection Measures: Specific security measures required to protect confidential information

8. Term and Survival: Duration of the agreement and survival of obligations after termination

9. Return or Destruction of Confidential Information: Obligations regarding the return or destruction of confidential information upon request or termination

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

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

Optional Sections

1. Non-Competition: Additional provisions preventing use of confidential information for competitive purposes - include when dealing with competitors or in highly competitive industries

2. Data Protection Compliance: Specific provisions relating to personal data protection - include when confidential information includes personal data

3. Electronic Information Security: Specific provisions for protecting electronic data - include when significant digital information is involved

4. Export Control: Provisions regarding export control regulations - include when dealing with technical data or international transfers

5. Intellectual Property Rights: Additional provisions protecting IP rights - include when confidential information includes IP

6. Non-Solicitation: Provisions preventing solicitation of employees or customers - include in business-sensitive contexts

7. Audit Rights: Rights to audit compliance with the agreement - include for high-risk or regulated industries

Suggested Schedules

1. Schedule 1 - Description of Confidential Information: Detailed list or categories of confidential information covered

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

3. Schedule 3 - Security Protocols: Specific security measures and protocols to be followed

4. Schedule 4 - Permitted Purpose: Detailed description of the permitted use of confidential information

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

6. Appendix B - Data Handling Procedures: Specific procedures for handling, storing, and destroying confidential information

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 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

Healthcare

Financial Services

Manufacturing

Professional Services

Energy

Real Estate

Construction

Telecommunications

Retail

Education

Aviation

Maritime

Automotive

Pharmaceuticals

Biotechnology

Defense

Media and Entertainment

Hospitality

Consulting

Relevant Teams

Legal

Human Resources

Information Technology

Research and Development

Executive Leadership

Business Development

Operations

Finance

Procurement

Compliance

Risk Management

Corporate Secretariat

Information Security

Innovation

Commercial

Strategy

Technical Operations

Product Development

Customer Relations

Investment

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Legal Counsel

Chief Technology Officer

Human Resources Director

Business Development Manager

Project Manager

Research Director

Chief Financial Officer

Procurement Manager

Operations Manager

Investment Manager

Chief Information Officer

Innovation Director

Compliance Officer

Risk Manager

Corporate Secretary

Department Head

Technical Director

Commercial Manager

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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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