This Boilerplate Confidentiality Agreement serves as a fundamental legal document for businesses and individuals operating within Saudi Arabia who need to protect sensitive information during business discussions, negotiations, or ongoing commercial relationships. The template is specifically designed to comply with Saudi Arabian law, including the Personal Data Protection Law (PDPL), Anti-Cyber Crime Law, and Sharia principles. It is particularly relevant for situations involving potential business partnerships, employee relationships, vendor engagements, or investment discussions where confidential information needs to be shared. The agreement includes comprehensive provisions for protecting both traditional business secrets and electronic data, making it suitable for modern business transactions while ensuring enforceability within the Saudi legal system.
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1. Parties: Identification of the disclosing and receiving parties, including full legal names, addresses, and commercial registration details as required under Saudi law
2. Background: Context of the relationship between the parties and purpose of sharing confidential information
3. Definitions: Detailed definitions including 'Confidential Information', 'Authorized Purpose', 'Authorized Representatives', 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 handling, storage, and protection of confidential information
6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees and professional advisors
7. Security Measures: Required security measures for protecting confidential information, aligned with Saudi data protection requirements
8. Return or Destruction of Confidential Information: Obligations regarding the return or destruction of confidential information upon request or termination
9. Term and Survival: Duration of the agreement and surviving obligations after termination
10. Breach and Remedies: Consequences of breach and available remedies under Saudi law
11. Governing Law and Jurisdiction: Specification of Saudi law as governing law and jurisdiction for disputes
1. Electronic Data Protection: Additional provisions for electronic data protection and cybersecurity measures, relevant when confidential information includes electronic data
2. International Transfer: Provisions governing international transfer of confidential information, necessary when parties operate across multiple jurisdictions
3. Third Party Rights: Provisions addressing third party rights and obligations, relevant when third parties may need access to confidential information
4. Shariah Compliance: Explicit provisions ensuring compliance with Shariah principles, particularly relevant for financial institutions or Islamic banking entities
5. Data Protection Compliance: Specific provisions ensuring compliance with Saudi Arabia's Personal Data Protection Law, necessary when confidential information includes personal data
6. Force Majeure: Provisions addressing force majeure events affecting confidentiality obligations
7. Non-Solicitation: Provisions preventing solicitation of employees or customers, relevant in business relationship contexts
1. Schedule 1 - Specified Confidential Information: Detailed list or categories of confidential information covered by the agreement
2. Schedule 2 - Authorized Representatives: List of authorized representatives who may access confidential information
3. Schedule 3 - Security Protocols: Specific security measures and protocols required for protecting confidential information
4. Schedule 4 - Approved Third Party Recipients: List of approved third parties who may receive confidential information
5. Appendix A - Form of Confidentiality Undertaking: Template confidentiality undertaking for employees or third parties
6. Appendix B - Data Processing Requirements: Specific requirements for processing personal data under Saudi law
Relevant legal definitions
Clauses
Relevant Industries
Technology
Financial Services
Healthcare
Manufacturing
Oil & Gas
Construction
Professional Services
Telecommunications
Real Estate
Education
Retail
Defense
Aviation
Mining
Islamic Banking
Relevant Teams
Legal
Human Resources
Compliance
Information Security
Risk Management
Operations
Business Development
Procurement
Executive Leadership
Information Technology
Finance
Corporate Governance
Administrative
Relevant Roles
Legal Counsel
Compliance Officer
HR Director
Business Development Manager
Chief Executive Officer
Chief Financial Officer
Project Manager
Operations Director
Procurement Manager
Investment Manager
Risk Manager
Information Security Officer
Contract Administrator
Company Secretary
Chief Technology Officer
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