As businesses grow and expand, they inevitably encounter sensitive information that must be protected from disclosure to the public or competitors. This is where a Non-Disclosure Agreement (NDA) comes in handy. In this article, we will provide you with a Non-Disclosure Agreement sample specifically tailored for the Philippines.
A Non-Disclosure Agreement is a legally binding contract between parties that outlines the confidential information to be protected and the terms under which it will be used. It is used to establish trust and confidentiality between two or more parties, such as employers and employees, contractors and clients, and business partners.
In the Philippines, NDAs are crucial to protect trade secrets, proprietary information, and other confidential data. Whether you are a business owner, a lawyer, or an individual working in a sensitive industry, having an NDA in place is necessary to prevent unauthorized disclosure of confidential information.
Here’s a sample NDA that can be used in the Philippines:
NON-DISCLOSURE AGREEMENT
This Non-Disclosure Agreement (the “Agreement”) is made and entered into this ____ day of ______, 20___, by and between _________ (the “Disclosing Party”) and __________ (the “Receiving Party”).
WHEREAS, the Disclosing Party possesses confidential information, trade secrets, and proprietary information that are vital to its business operations; and
WHEREAS, the Receiving Party desires to receive this confidential information for the purposes of ___________.
NOW, THEREFORE, the parties agree as follows:
1. Definition of Confidential Information.
The term “Confidential Information” refers to any and all information, in any form, that the Disclosing Party discloses to the Receiving Party, including but not limited to trade secrets, proprietary information, and other confidential data.
2. Obligations of Receiving Party.
The Receiving Party agrees to maintain the confidentiality of the Confidential Information and not to disclose it to any third party without the prior written consent of the Disclosing Party. The Receiving Party shall use the Confidential Information solely for the purposes stated in this Agreement.
3. Exceptions to Obligations.
The Receiving Party shall not be obligated to maintain the confidentiality of the Confidential Information if:
(a) Such information is already in the public domain;
(b) Such information is obtained by the Receiving Party from a third party without violating any nondisclosure obligations;
(c) Such information is required to be disclosed by law or court order.
4. Term and Termination.
This Agreement shall remain in effect for a period of ___________ years from the date of execution. Either party may terminate this Agreement at any time upon written notice to the other party. Upon termination of this Agreement, the Receiving Party shall immediately return or destroy all Confidential Information received from the Disclosing Party.
5. Governing Law and Jurisdiction.
This Agreement shall be governed by and construed in accordance with the laws of the Philippines. Any disputes arising out of or in connection with this Agreement shall be exclusively submitted to the courts of the Philippines.
IN WITNESS WHEREOF, the parties have executed this Non-Disclosure Agreement as of the date and year first above written.
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Having an NDA in place is essential for protecting sensitive information in the Philippines. Make sure to customize the sample above to fit your specific needs and consult with a legal expert to ensure the language and terms are precise and enforceable. By having a well-drafted NDA, you can protect your business from potential legal disputes and safeguard valuable confidential information.