It is advisable that you sign an NDA with any third party with whom you plan to reveal confidential information to, such as sensitive product information, designs and technical drawings, business strategy, client information, etc. A basic template will require little modification for use with different products and clients in the countries of your interest. NDAs might be a new concept for many South- East Asian jurisdictions, however, contractual protection is always recommended and a third party that is unwilling to sign an NDA is unlikely to be a trustworthy business partner and should be treated with caution.
Sometimes a basic NDA on its own might not be sufficient to protect your IP, especially when not every single product will be registered IPR. Under these circumstances, a ‘non-disclosure/non-use/non-circumvention agreement’ (an ‘NNN’ Agreement) may be used: 1. The non-disclosure provisions will cover the unauthorised disclosure of confidential information. 2. The non-use provisions will state that the manufacturer cannot produce your product or any similar products for anyone other than you. These provisions will prevent the manufacturer from making or selling similar ‘copycat’ products without your authorisation. 3. The non-circumvention provisions will prevent the manufacturer from by-passing the protection or circumvention means or technologies that you put into your product.
In order to have an enforceable NDA or NNN Agreement, it is important to select an appropriate governing law and dispute resolution clause therein.