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Non Mutual NDA for Indonesia

Non Mutual NDA Template for Indonesia

This Non-Mutual Non-Disclosure Agreement (NDA) is designed under Indonesian law to protect confidential information disclosed by one party to another in various business contexts. The agreement incorporates key provisions of Indonesian trade secret law (Law No. 30 of 2000) and data protection regulations, while ensuring compliance with the Indonesian Civil Code (KUHPerdata). It establishes unilateral confidentiality obligations on the receiving party, with specific provisions for protection, handling, and return or destruction of confidential information, backed by enforcement mechanisms under Indonesian jurisdiction.

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Non Mutual NDA

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What is a Non Mutual NDA?

This Non-Mutual NDA template is specifically designed for use in Indonesia when one party (the Disclosing Party) needs to share confidential information with another party (the Receiving Party) while maintaining strict control over that information. The document is particularly relevant for situations such as vendor evaluations, potential business partnerships, employment discussions, or investment negotiations where information flow is predominantly one-directional. The agreement incorporates essential elements of Indonesian law, including provisions from Law No. 30 of 2000 on Trade Secrets and the recently enacted Personal Data Protection Law (Law No. 27 of 2022), ensuring robust protection for confidential information while maintaining enforceability under Indonesian jurisdiction. This template is structured to provide comprehensive protection while remaining adaptable to various business contexts and industries.

What sections should be included in a Non Mutual NDA?

1. Parties: Identification of the Disclosing Party and Receiving Party, including full legal names, addresses, and company registration details as required under Indonesian law

2. Background: Context of the disclosure relationship, purpose of sharing confidential information, and the one-way nature of the disclosure

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

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

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

6. Permitted Disclosures: Circumstances under which the Receiving Party may disclose information to authorized representatives or as required by law

7. Security Measures: Specific measures the Receiving Party must implement to protect confidential information

8. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination or request

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

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

11. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and jurisdiction for dispute resolution

12. Execution: Signature blocks and execution requirements complying with Indonesian law

What sections are optional to include in a Non Mutual NDA?

1. Restricted Activities: Additional restrictions on the Receiving Party's activities, such as non-solicitation or non-competition provisions, used when there's a specific competitive concern

2. Survival: Specific provisions about which obligations survive termination, used when requiring extended confidentiality periods

3. Assignment: Restrictions on assignment of rights and obligations, used when transfer of rights needs to be specifically controlled

4. Data Privacy Compliance: Specific provisions relating to personal data protection under Indonesian law, used when confidential information includes personal data

5. Force Majeure: Provisions for unforeseen circumstances affecting performance, used in longer-term NDAs

6. Insurance Requirements: Obligations to maintain specific insurance coverage, used when dealing with highly sensitive or valuable information

What schedules should be included in a Non Mutual NDA?

1. Schedule 1 - Description of Confidential Information: Detailed list or categories of information considered confidential under the agreement

2. Schedule 2 - Authorized Representatives: List of individuals or roles authorized to receive confidential information

3. Schedule 3 - Security Protocols: Specific security measures and protocols required for handling confidential information

4. Appendix A - Form of Acknowledgment: Template for acknowledgment to be signed by representatives who will have access to confidential information

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Indonesia

Publisher

Ƶ

Cost

Free to use
Relevant legal definitions

























Clauses
























Relevant Industries

Technology

Manufacturing

Financial Services

Healthcare

Pharmaceutical

Professional Services

Research & Development

Energy & Resources

Telecommunications

E-commerce

Real Estate

Education

Retail

Automotive

Maritime

Relevant Teams

Legal

Human Resources

Procurement

Research & Development

Business Development

Executive Leadership

Finance

Information Technology

Operations

Compliance

Innovation

Corporate Communications

Vendor Management

Investment Relations

Intellectual Property

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Legal Counsel

Business Development Manager

Human Resources Director

Procurement Manager

Research Director

Project Manager

Investment Relations Manager

Chief Technology Officer

Chief Financial Officer

Vendor Relations Manager

Compliance Officer

Operations Manager

Innovation Director

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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