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1. Parties: Identification of the partner parties, including full legal names, legal form, registration details, and addresses
2. Background: Context of the partnership and purpose of sharing confidential information
3. Definitions: Definitions of key terms, especially 'Confidential Information', 'Permitted Purpose', and 'Representatives'
4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement
5. Confidentiality Obligations: Core obligations regarding the protection and non-disclosure of confidential information
6. Permitted Disclosures: Circumstances under which confidential information may be shared with representatives or required by law
7. Security Measures: Required measures for protecting confidential information
8. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination
9. Term and Termination: Duration of the agreement and termination provisions
10. Breach and Remedies: Consequences of breach and available remedies including Vertragsstrafe (contractual penalty)
11. Governing Law and Jurisdiction: Specification of German law as governing law and jurisdiction for disputes
1. Data Protection: Required when confidential information includes personal data subject to GDPR
2. Intellectual Property Rights: Needed when confidential information includes IP or when IP might be created during the partnership
3. Non-Competition: Optional restrictions on competitive activities, if relevant to the partnership
4. Prior Agreements: Required when replacing or supplementing existing confidentiality obligations
5. Severability: Standard salvatorische Klausel under German law, recommended but not mandatory
6. Relationship of Parties: Clarification of partnership nature and exclusion of other relationships
7. Export Control: Required when confidential information may be subject to export control regulations
1. Schedule 1 - Specified Confidential Information: Detailed list or categories of specific confidential information covered
2. Schedule 2 - Authorized Representatives: List of individuals or roles authorized to receive confidential information
3. Schedule 3 - Security Protocols: Specific security measures and protocols for handling confidential information
4. Schedule 4 - Permitted Purpose Details: Detailed description of the specific purposes for which confidential information may be used
5. Appendix A - Form of Confidentiality Undertaking: Template for confidentiality undertakings to be signed by representatives
Trade Secret
Permitted Purpose
Partnership
Partners
Representatives
Affiliated Companies
Authorized Persons
Confidentiality Undertaking
Proprietary Information
Business Day
Effective Date
Disclosing Party
Receiving Party
Security Measures
Protected Information
Material Breach
Intellectual Property Rights
Group Company
Technical Information
Commercial Information
Financial Information
Know-How
Professional Secrets
Third Party
Contractual Penalty
Permitted Disclosure
Confidentiality Period
Security Protocol
Information Security Standards
Residual Information
Cooperation Project
Partnership Purpose
Governing Bodies
Competent Court
Confidentiality Obligations
Unauthorized Disclosure
Data Protection Laws
Partnership Agreement
Termination Date
Confidentiality Obligations
Trade Secret Protection
Permitted Use
Information Security
Data Protection
Disclosure to Representatives
Return of Information
Term and Duration
Breach and Remedies
Contractual Penalties
Partnership Obligations
Intellectual Property
Non-Competition
Non-Solicitation
Force Majeure
Assignment
Notices
Severability
Amendment
Entire Agreement
Governing Law
Jurisdiction
Dispute Resolution
Third Party Rights
Counterparts
Costs
Language
Relationship of Parties
Survival
Technology
Manufacturing
Professional Services
Healthcare
Financial Services
Research & Development
Biotechnology
Software Development
Consulting
Engineering
Pharmaceuticals
Real Estate
Energy
Telecommunications
Media & Entertainment
Legal
Business Development
Executive Leadership
Corporate Development
Research & Development
Finance
Operations
Compliance
Risk Management
Innovation
Strategic Partnerships
Information Security
Intellectual Property
Managing Director (Geschäftsführer)
Chief Executive Officer
Chief Legal Officer
Legal Counsel
Business Development Director
Partnership Manager
Chief Technology Officer
Head of Research & Development
Chief Financial Officer
Operations Director
Project Manager
Innovation Manager
Strategic Alliance Manager
Head of Corporate Development
Compliance Officer
Risk Manager
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