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1. Parties: Identification of all contracting parties, including full legal names, addresses, and registration details as per UAE requirements
2. Background: Context of the agreement, relationship between parties, and purpose of sharing confidential information and IP
3. Definitions: Detailed definitions of key terms including Confidential Information, Intellectual Property, Trade Secrets, and other relevant terms as per UAE law
4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement, aligned with UAE Trade Secrets Law
5. Confidentiality Obligations: Specific duties regarding handling and protecting confidential information, including security measures required
6. Intellectual Property Rights: Declaration of IP ownership, rights granted or restricted, and protection of existing IP
7. Permitted Use and Disclosure: Specified purposes for which confidential information can be used and circumstances under which disclosure is permitted
8. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination or request
9. IP Creation and Assignment: Provisions regarding newly created IP, ownership rights, and assignment procedures
10. Term and Termination: Duration of the agreement and circumstances for termination
11. Breach and Remedies: Consequences of breach and available remedies under UAE law
12. General Provisions: Standard clauses including governing law, jurisdiction, and entire agreement provisions
1. Employee and Contractor Obligations: Additional provisions for when the agreement covers employees or contractors, incorporating UAE Labor Law requirements
2. Data Protection Compliance: Specific provisions for handling personal data, required when personal data processing is involved
3. Export Control Compliance: Required when confidential information or IP may be subject to UAE export control regulations
4. Source Code Protection: Specific provisions for software-related IP and confidential information
5. Third Party Rights: Provisions regarding third party intellectual property rights and limitations
6. Moral Rights: Specific provisions regarding moral rights in copyright works, particularly relevant for creative works
7. Competition Restrictions: Non-compete and non-solicitation provisions, if applicable to the relationship
8. Insurance Requirements: Provisions requiring specific insurance coverage for IP-related risks
9. Shariah Compliance: Additional provisions ensuring compliance with Shariah law, if required by the parties
1. Schedule 1 - Specified Confidential Information: Detailed list or categories of confidential information covered by the agreement
2. Schedule 2 - Existing Intellectual Property: Inventory of pre-existing IP owned by each party
3. Schedule 3 - Security Requirements: Specific technical and organizational measures required for protecting confidential information
4. Schedule 4 - Authorized Representatives: List of individuals authorized to receive or handle confidential information
5. Schedule 5 - Approved Third Party Recipients: Pre-approved third parties who may receive confidential information
6. Appendix A - Form of Confidentiality Undertaking: Template for confidentiality undertakings to be signed by employees or contractors
7. Appendix B - IP Assignment Form: Template for documenting specific IP assignments under the agreement
Agreement
Background IP
Business Day
Business Purpose
Confidential Information
Confidentiality Undertaking
Control
Derivative Works
Developed IP
Disclosing Party
Effective Date
Employee
Foreground IP
Group
Intellectual Property Rights
Improvements
Licensed Materials
Moral Rights
Patents
Permitted Purpose
Permitted Recipients
Pre-existing IP
Products
Receiving Party
Representatives
Residual Information
Services
Source Code
Specifications
Subsidiary
Technical Information
Term
Territory
Trade Secrets
Trademarks
UAE
Works
Interpretation
Confidentiality Obligations
Permitted Disclosures
Information Security
Intellectual Property Rights
IP Ownership
IP Assignment
IP Licensing
Return of Information
Non-Competition
Non-Solicitation
Data Protection
Term and Duration
Termination
Representations and Warranties
Breach and Remedies
Indemnification
Force Majeure
Assignment and Transfer
Governing Law
Dispute Resolution
Notices
Entire Agreement
Severability
Amendments
Waiver
Third Party Rights
Costs
Counterparts
Technology
Healthcare
Financial Services
Real Estate
Energy
Manufacturing
Professional Services
Education
Media and Entertainment
Telecommunications
Aerospace
Biotechnology
Artificial Intelligence
E-commerce
Construction
Maritime
Oil and Gas
Renewable Energy
Legal
Human Resources
Research and Development
Information Technology
Business Development
Compliance
Innovation
Operations
Product Development
Information Security
Corporate Development
Intellectual Property
Commercial
Strategy
Investment
Chief Executive Officer
Chief Technology Officer
Chief Legal Officer
Legal Counsel
Intellectual Property Manager
Research and Development Director
Business Development Manager
Human Resources Director
Project Manager
Innovation Manager
Technology Transfer Officer
Information Security Officer
Compliance Officer
Commercial Director
Operations Manager
Software Development Manager
Product Manager
Contract Manager
Partnership Manager
Investment Manager
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