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Non Disparage Agreement
"I need a Non Disparage Agreement under Austrian law for a mutual arrangement between our company and a departing senior executive, taking effect from March 1, 2025, with specific provisions for social media restrictions and protection of both parties' business interests."
1. Parties: Identification of all parties entering into the agreement, including full legal names and addresses
2. Background: Context of the agreement, relationship between parties, and circumstances leading to its creation
3. Definitions: Clear definitions of key terms, including 'disparagement', 'confidential information', and 'permitted communications'
4. Scope of Agreement: Clear delineation of what communications and actions are prohibited under the agreement
5. Non-Disparagement Obligations: Detailed description of prohibited statements, communications, and actions, including both direct and indirect disparagement
6. Permitted Communications: Specific exceptions for legally required disclosures, truthful statements, and other allowed communications
7. Duration: Time period for which the agreement remains in effect
8. Remedies and Enforcement: Consequences of breach, including potential damages and enforcement mechanisms
9. General Provisions: Standard clauses including governing law, jurisdiction, and entire agreement provisions
1. Mutual Obligations: Used when both parties are agreeing to reciprocal non-disparagement obligations
2. Social Media Provisions: Specific provisions regarding social media communications and digital platforms
3. Employment-Related Provisions: Additional clauses when the agreement is in an employment context
4. Confidentiality Obligations: Additional provisions regarding confidential information when relevant
5. Third Party Rights: Provisions extending protection to related parties such as affiliates, officers, or family members
6. Dispute Resolution: Optional mediation or arbitration procedures before court proceedings
1. Schedule 1 - Protected Parties: List of additional parties protected by the agreement (e.g., affiliates, officers, family members)
2. Schedule 2 - Specific Prohibited Statements: Detailed list of specific statements or topics that are expressly prohibited
3. Schedule 3 - Permitted Communications: Detailed list of specifically allowed communications and contexts
4. Appendix A - Communication Guidelines: Guidelines for appropriate communication in various contexts
5. Appendix B - Notification Procedures: Procedures for handling potential breaches and required notifications
Authors
Disparagement
Confidential Information
Parties
Protected Parties
Affiliate
Communication
Public Statement
Social Media
Digital Platform
Permitted Communications
Legitimate Business Purpose
Effective Date
Term
Material Breach
Damages
Legal Proceeding
Governing Law
Jurisdiction
Force Majeure
Written Notice
Business Day
Representatives
Related Entities
Defamatory Statement
Malicious Statement
Professional Reputation
Business Reputation
Disclosure
Confidentiality Obligations
Remedial Action
Required Disclosure
Enforcement Date
Termination Date
Media Platform
Definitions
Non-Disparagement Obligations
Scope of Agreement
Permitted Communications
Duration and Term
Confidentiality
Social Media and Digital Communications
Exceptions and Carve-outs
Remedies
Enforcement
Damages
Notice Requirements
Representations and Warranties
Assignment
Amendment
Severability
Entire Agreement
Governing Law
Jurisdiction
Force Majeure
Third Party Rights
Waiver
Counterparts
Dispute Resolution
Technology
Financial Services
Professional Services
Healthcare
Manufacturing
Retail
Media and Entertainment
Education
Telecommunications
Real Estate
Consulting
Legal Services
Non-Profit
Energy
Construction
Human Resources
Legal
Corporate Communications
Public Relations
Executive Leadership
Board of Directors
Operations
Corporate Affairs
Employee Relations
Compliance
Risk Management
Chief Executive Officer
Human Resources Director
Legal Counsel
Corporate Communications Manager
Public Relations Director
Senior Executive
Department Head
Managing Director
Board Member
Chief Operating Officer
Human Resources Manager
Employment Lawyer
Communications Director
Operations Manager
Project Manager
Executive Assistant
Department Manager
Regional Manager
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