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TEMPLATE · ETHIOPIA

Non-disclosure agreement (NDA) template for Ethiopia

A non-disclosure agreement is a contract, so the Civil Code’s general rules on contracts govern it. If the confidential information includes personal data, the Personal Data Protection Proclamation No. 1321/2024 also applies, and the parties can agree to resolve disputes by arbitration under Proclamation No. 1237/2021.

Checked against the cited texts on Legal information, not legal advice

What Ethiopian law says

RuleSource
An NDA is governed by the general law of contract.Civil Code, Proclamation No. 165/1960
Processing personal data must follow the proclamation’s principles and respect data subjects’ rights.Personal Data Protection Proclamation No. 1321/2024
Parties may agree to arbitration or conciliation.Arbitration and Conciliation Working Procedure Proclamation No. 1237/2021

Clause outline

Use these headings as the structure of your document. They are a drafting checklist, not finished legal wording.

  1. PartiesDisclosing and receiving party, or both for a mutual NDA.
  2. PurposeThe project or discussion for which information is shared.
  3. Confidential informationWhat is covered, in writing, orally or by inspection, and how it is marked.
  4. ExclusionsInformation already public, already known, independently developed or lawfully received from others.
  5. ObligationsUse only for the purpose, protect with reasonable care, and limit access to people who need it.
  6. Required disclosureWhat happens if a court or authority orders disclosure.
  7. Personal dataData protection obligations where personal data is shared.
  8. TermHow long the obligations last after the agreement ends.
  9. Return or destructionWhat happens to information when the purpose ends.
  10. Remedies and disputesRemedies for breach, governing law and court or arbitration.
  11. SignaturesAuthorised signatories for each party.

Before you sign

  • Make the definition of confidential information specific enough to enforce.
  • If personal data is involved, check the processing against Proclamation No. 1321/2024.
  • Decide between the courts and arbitration, and name the seat and rules if you choose arbitration.

Draft it with jLaw

Give jLaw an instruction like this one. It drafts the document, cites the provisions it relies on and delivers revisions as tracked changes.

“Draft a mutual non-disclosure agreement governed by Ethiopian law for a software partnership, with a personal-data clause under Proclamation No. 1321/2024 and arbitration in Addis Ababa.”

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Frequently asked questions

Are NDAs enforceable in Ethiopia?

An NDA is a contract governed by the Civil Code’s general rules on contracts. Whether a particular clause is enforceable depends on its terms and the facts, so have it reviewed against the Civil Code.

Does Ethiopian data protection law affect an NDA?

It can. If the shared information includes personal data, the Personal Data Protection Proclamation No. 1321/2024 applies to how it is processed.

This page is general legal information about Ethiopian law, prepared from the published texts it cites. It is not legal advice and does not confirm whether a provision is still in force or has been amended. Federal laws are published in the Federal Negarit Gazeta in Amharic and English, and the Amharic version prevails where they differ. Consult a qualified Ethiopian lawyer about your situation.

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