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Two Way Non Disclosure Agreement for Nigeria

Two Way Non Disclosure Agreement Template for Nigeria

A comprehensive mutual non-disclosure agreement governed by Nigerian law, designed to protect confidential information exchanged between two parties. This document establishes reciprocal obligations for maintaining confidentiality, outlines permitted uses of shared information, and provides robust enforcement mechanisms under Nigerian jurisdiction. It includes specific provisions aligned with Nigerian contract law, data protection regulations, and intellectual property statutes, making it suitable for both domestic and international business relationships involving Nigerian entities.

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Two Way Non Disclosure Agreement

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What is a Two Way Non Disclosure Agreement?

This Two Way Non-Disclosure Agreement template is essential for businesses and organizations operating under Nigerian law who need to protect confidential information during business discussions, negotiations, or collaborations. The document is specifically structured to comply with Nigerian contract law, the Freedom of Information Act 2011, and the Nigerian Data Protection Regulation 2019. It's commonly used before entering into business partnerships, joint ventures, merger discussions, or any situation where sensitive information needs to be shared between parties. The agreement ensures mutual protection of trade secrets, proprietary information, customer data, and other confidential materials, with clear provisions for enforcement under Nigerian jurisdiction.

What sections should be included in a Two Way Non Disclosure Agreement?

1. Parties: Identification of both parties entering into the NDA, including full legal names, registration numbers, and registered addresses

2. Background: Brief context explaining why the parties are entering into the NDA and the purpose of information sharing

3. Definitions: Key terms used in the agreement, particularly the definition of 'Confidential Information' and related terms

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

5. Mutual Obligations of Confidentiality: Core obligations of both parties 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 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. Survival: Obligations that continue after termination

11. Remedies: Legal remedies available in case of breach, including injunctive relief

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

13. Execution: Signature blocks and execution provisions

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

1. Data Protection Compliance: Additional provisions when confidential information includes personal data under Nigerian Data Protection Regulation

2. Intellectual Property Rights: Specific provisions clarifying IP ownership when confidential information includes IP-sensitive material

3. Export Control: Include when information sharing may involve cross-border transfers or technology exports

4. Non-Solicitation: Optional provisions preventing parties from soliciting each other's employees or customers

5. Publicity: Restrictions on public announcements about the relationship between the parties

6. Assignment: Rules regarding the ability to assign rights under the NDA to other parties

7. Force Majeure: Provisions for circumstances beyond parties' control affecting compliance

What schedules should be included in a Two Way Non Disclosure Agreement?

1. Schedule 1 - Authorized Representatives: List of individuals authorized to receive and handle confidential information

2. Schedule 2 - Security Protocols: Detailed security measures and protocols for handling confidential information

3. Schedule 3 - Specific Categories of Confidential Information: Detailed listing of specific types or categories of confidential information covered

4. Appendix A - Form of Confidentiality Undertaking: Template confidentiality agreement for employees or third parties who need access to the 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

Nigeria

Publisher

Ƶ

Cost

Free to use
Relevant legal definitions






























Clauses






























Relevant Industries

Technology

Healthcare

Financial Services

Manufacturing

Professional Services

Education

Research & Development

Telecommunications

Energy

Real Estate

Construction

Retail

Agriculture

Mining

Entertainment

Media

Pharmaceuticals

Biotechnology

Automotive

Aerospace

Relevant Teams

Legal

Executive

Business Development

Research and Development

Human Resources

Finance

Information Technology

Operations

Procurement

Compliance

Risk Management

Corporate Strategy

Commercial Operations

Mergers and Acquisitions

Innovation

Relevant Roles

Chief Executive Officer

Managing Director

Business Development Manager

Legal Counsel

Contract Manager

Chief Financial Officer

Chief Technology Officer

Research Director

Project Manager

Human Resources Director

Chief Operations Officer

Investment Manager

Partnership Manager

Innovation Director

Procurement Manager

Chief Information Officer

Compliance Officer

Risk Manager

Strategy 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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