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1. Parties: Identification and details of all parties to the agreement, including their legal status and registered addresses
2. Background: Context of the dispute or circumstances leading to the settlement and need for confidentiality
3. Definitions: Clear definitions of key terms, including 'Confidential Information', 'Settlement', 'Effective Date', and other relevant terms
4. Settlement Terms: Detailed description of the settlement arrangement, including any payments, actions, or obligations
5. Confidentiality Obligations: Specific obligations regarding confidentiality, including scope, duration, and handling of confidential information
6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including legal requirements and professional advisors
7. Return or Destruction of Information: Requirements and procedures for returning or destroying confidential information
8. Release and Waiver: Mutual release of claims related to the settled matters
9. Non-Admission of Liability: Statement that the settlement does not constitute admission of liability by any party
10. Governing Law and Jurisdiction: Specification of German law as governing law and jurisdiction for disputes
11. Entire Agreement: Integration clause confirming this document represents the entire agreement between parties
12. Execution: Signature blocks and execution requirements
1. Data Protection: Required when the confidential information includes personal data under GDPR/DSGVO
2. Non-Disparagement: Include when parties wish to prevent negative statements about each other
3. Press Releases and Announcements: Include when public statements about the settlement need to be regulated
4. Insurance and Indemnification: Include when specific indemnities or insurance requirements are part of the settlement
5. Severability: Include when parties want to ensure partial invalidity doesn't affect the entire agreement
6. Third Party Rights: Include when the agreement affects rights of parties not directly involved
7. Costs and Expenses: Include when there's a need to address the allocation of legal and other costs
8. Survival: Include when certain provisions need to survive termination of the agreement
1. Schedule 1 - Confidential Information: Detailed list or categories of information deemed confidential
2. Schedule 2 - Settlement Payment Terms: Detailed payment schedule, amounts, and methods if applicable
3. Schedule 3 - Authorized Representatives: List of individuals authorized to receive or handle confidential information
4. Appendix A - Form of Acknowledgment: Template for acknowledgment by employees or third parties who need access to confidential information
5. Appendix B - Destruction Certificate: Template certificate confirming destruction of confidential information
Affiliated Companies
Business Day
Confidential Information
Dispute
Effective Date
Permitted Purpose
Permitted Recipients
Representatives
Settlement Amount
Settlement Payment
Settlement Period
Subject Matter
Trade Secrets
Parties
Receiving Party
Disclosing Party
Consideration
Claim
Dispute
Released Claims
Released Parties
Confidentiality Period
Governing Law
Intellectual Property Rights
Personal Data
Professional Advisors
Working Hours
Material Breach
Force Majeure Event
Recitals
Definitions
Settlement Terms
Payment Obligations
Release of Claims
Confidentiality Obligations
Permitted Disclosures
Information Protection
Return or Destruction of Information
Non-Admission of Liability
Data Protection
Non-Disparagement
Representations and Warranties
Breach and Remedies
Term and Termination
Survival
Force Majeure
Assignment
Notices
Severability
Waiver
Amendment
Third Party Rights
Costs
Governing Law
Dispute Resolution
Entire Agreement
Counterparts
Execution
Technology and Software
Manufacturing
Financial Services
Healthcare
Professional Services
Retail and Consumer Goods
Energy and Utilities
Telecommunications
Pharmaceuticals
Research and Development
Media and Entertainment
Construction and Engineering
Legal
Human Resources
Compliance
Executive Leadership
Finance
Risk Management
Corporate Governance
Intellectual Property
Data Protection
Operations
Chief Executive Officer
Chief Legal Officer
General Counsel
Legal Director
Human Resources Director
Compliance Officer
Risk Manager
Chief Financial Officer
Business Unit Director
Head of Operations
Corporate Secretary
Senior Legal Counsel
HR Business Partner
Intellectual Property Manager
Privacy Officer
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