Non-Disclosure and Compliance Agreement (NDA)
This Non-Disclosure and Compliance Agreement (“Agreement”) is made and entered into as of [Date], by and between:
- Vendor: [ERP Vendor Name], registered in [Country], located at [Address].
- Client: [Client Name], registered in [Country], located at [Address].
1. Purpose
The purpose of this Agreement is to ensure confidentiality and compliance during ERP implementation and collaboration.
2. Definitions
Confidential Information includes all non-public technical, financial, and operational data, source code, business documents, and system access details.
3. Confidentiality Obligations
- Use confidential info solely for ERP-related activities.
- Restrict access to authorized personnel only.
- No disclosure to third parties without consent.
4. Data Protection
- Implement technical safeguards (e.g., encryption, VPN).
- Follow data protection regulations (e.g., UAE PDPL, GDPR).
5. Return or Destruction
All confidential data must be returned or securely deleted upon project completion or termination.
6. Intellectual Property
Each party retains rights to their own IP. Customized deliverables may be owned jointly if specified in writing.
7. Term and Termination
This agreement remains valid for 2 years post-project, unless otherwise extended. Confidentiality survives termination.
8. Legal Compliance
Both parties agree to comply with applicable laws and ensure their subcontractors do as well.
9. Dispute Resolution
Disputes shall be resolved via negotiation or arbitration in [Jurisdiction].
10. Governing Law & Signature
This Agreement is governed by the laws of [Country] and may be signed electronically.
For the ERP Vendor:
Name: ______________________
Signature: __________________
Date: _______________________
For the Client:
Name: ______________________
Signature: __________________
Date: _______________________