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Confidentiality Agreement For Intellectual Property
"I need a Confidentiality Agreement For Intellectual Property under Austrian law to protect our new AI software technology that we'll be demonstrating to potential investors during our funding round in March 2025; the agreement should include specific provisions for source code protection and restrictions on reverse engineering."
1. Parties: Identification of the disclosing and receiving parties, including full legal names and addresses
2. Background: Context of the agreement and the relationship between the parties
3. Definitions: Detailed definitions of Confidential Information, Intellectual Property, and other key terms
4. Scope of Confidential Information: Specific description of what information is considered confidential, with particular focus on IP elements
5. Obligations of Receiving Party: Detailed responsibilities regarding the protection and non-disclosure of confidential information
6. Permitted Disclosures: Circumstances under which confidential information may be shared with third parties
7. Security Measures: Required procedures and safeguards for protecting confidential information
8. Return or Destruction of Confidential Information: Procedures for handling confidential information upon termination
9. Term and Termination: Duration of the agreement and termination provisions
10. Breach and Remedies: Consequences of breach and available legal remedies
11. Governing Law and Jurisdiction: Specification of Austrian law and jurisdiction
12. Signatures: Execution block for all parties
1. Intellectual Property Rights: Specific section clarifying that confidentiality obligations don't transfer IP ownership rights - use when dealing with significant IP assets
2. Employee and Contractor Obligations: Additional provisions for ensuring compliance by employees and contractors - include when receiving party will need to share with internal team
3. Data Protection Compliance: Specific provisions relating to personal data handling - include when confidential information includes personal data
4. Export Control: Provisions regarding international transfer of technology - include for international relationships
5. Reverse Engineering Prohibition: Specific prohibition on reverse engineering of protected information - include for technical/product information
6. Competing Products: Restrictions on development of competing products - include when sharing product development information
7. Insurance Requirements: Obligations to maintain specific insurance coverage - include for high-value IP
8. Alternative Dispute Resolution: Mediation or arbitration provisions - include for international parties or high-value agreements
1. Schedule A - Description of Protected IP: Detailed list and description of specific IP items covered by the agreement
2. Schedule B - Authorized Personnel: List of individuals authorized to access the confidential information
3. Schedule C - Security Protocols: Detailed security measures and procedures to be followed
4. Schedule D - Approved Third Party Recipients: Pre-approved third parties who may receive the confidential information
5. Appendix 1 - Form of Confidentiality Undertaking: Template confidentiality agreement for employees/contractors
6. Appendix 2 - Information Return/Destruction Certificate: Template certificate confirming return or destruction of confidential information
Authors
Intellectual Property
Proprietary Information
Trade Secrets
Permitted Purpose
Authorized Representatives
Affiliate
Background IP
Developed IP
Disclosing Party
Receiving Party
Representatives
Technical Information
Know-How
Patent Rights
Copyrighted Works
Derivative Works
Confidential Materials
Proprietary Rights
Licensed Materials
Commercial Purpose
Evaluation Period
Security Measures
Unauthorized Disclosure
Permitted Disclosures
Third Party Recipients
Related Parties
Business Purpose
Confidentiality Period
Trade Secret Protection
Technical Documentation
Research Results
Proprietary Technology
Protected Data
Residual Information
Restricted Access
Security Breach
Intellectual Property Rights
Confidentiality Obligations
Business Information
Material Breach
Designated Personnel
Confidentiality Standards
Non-Public Information
Technical Specifications
Developed Technology
Intellectual Property Rights
Use Restrictions
Information Security
Non-Disclosure
Return of Information
Term and Termination
Permitted Disclosures
Representations and Warranties
Breach and Remedies
Governing Law
Dispute Resolution
Force Majeure
Assignment
Notice Requirements
Survival
Severability
Entire Agreement
Amendment
Third Party Rights
Data Protection
Trade Secret Protection
Security Measures
Non-Circumvention
Non-Solicitation
Injunctive Relief
Liability
Indemnification
Jurisdiction
Waiver
Technology
Pharmaceuticals
Biotechnology
Manufacturing
Software Development
Research & Development
Industrial Design
Engineering
Healthcare
Automotive
Aerospace
Chemical
Electronics
Artificial Intelligence
Robotics
Clean Technology
Financial Services
Professional Services
Legal
Research & Development
Innovation
Intellectual Property
Engineering
Product Development
Business Development
Technology Transfer
Compliance
Information Technology
Executive Leadership
Scientific Affairs
Contract Administration
Technical Operations
Corporate Development
Chief Executive Officer
Chief Technology Officer
Chief Legal Officer
Intellectual Property Counsel
Research Director
Head of Innovation
Legal Counsel
Patent Attorney
Research Scientist
Product Development Manager
Business Development Director
Technology Transfer Officer
Innovation Manager
R&D Manager
Chief Information Officer
Head of Engineering
Compliance Officer
Contract Manager
Technical Director
VP of Technology
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