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1. Parties: Identifies and defines all parties to the agreement, including full legal names and addresses
2. Background: Sets out the context of the agreement, including the existence of confidential information and the purpose of the release
3. Definitions: Defines key terms used throughout the agreement, particularly 'Confidential Information' and 'Release'
4. Scope of Release: Details the extent and nature of the confidential information being released and permitted uses
5. Continuing Obligations: Specifies any ongoing confidentiality obligations that survive the release
6. Representations and Warranties: Statements by both parties regarding their authority to enter into the agreement and the nature of the confidential information
7. Indemnification: Provisions for compensation in case of breach or unauthorized disclosure
8. Governing Law and Jurisdiction: Specifies Hong Kong law as governing law and jurisdiction for disputes
9. Execution: Signature blocks and execution requirements
1. Third Party Rights: Required when the confidential information involves or affects third parties, addressing their rights under the Contracts (Rights of Third Parties) Ordinance
2. Return or Destruction of Materials: Optional section specifying requirements for handling physical or electronic materials containing confidential information
3. Dispute Resolution: Detailed dispute resolution procedures, recommended for high-value or complex releases
4. Severability: Provisions for maintaining validity if certain terms are found unenforceable, recommended for complex agreements
5. Assignment: Required when transfer of rights under the agreement needs to be addressed
6. Notices: Formal communication requirements, recommended for agreements involving multiple parties or ongoing obligations
1. Schedule 1 - Description of Confidential Information: Detailed listing and description of all confidential information covered by the release
2. Schedule 2 - Specific Release Terms: Detailed terms of release including any conditions, limitations, or specific requirements
3. Schedule 3 - Authorized Recipients: List of individuals or entities authorized to receive or use the confidential information
4. Appendix A - Form of Acknowledgment: Template for acknowledgment of receipt and understanding of obligations by authorized recipients
5. Appendix B - Security Requirements: Specific security measures required for handling any retained confidential information
Release
Effective Date
Disclosing Party
Receiving Party
Affiliated Companies
Authorized Recipients
Business Day
Confidentiality Period
Continuing Obligations
Disclosed Information
Excluded Information
Group
Intellectual Property Rights
Notice
Permitted Purpose
Pre-Existing Obligations
Public Domain
Released Information
Released Obligations
Remaining Obligations
Representatives
Security Requirements
Specified Purpose
Survival Period
Territory
Third Party Rights
Trade Secrets
Unauthorized Disclosure
Definitions
Release of Confidentiality
Scope of Release
Continuing Obligations
Representations and Warranties
Indemnification
Non-Disclosure
Data Protection
Intellectual Property
Return of Materials
Security Requirements
Remedies
Dispute Resolution
Governing Law
Jurisdiction
Assignment
Third Party Rights
Severability
Entire Agreement
Amendments
Notices
Force Majeure
Costs
Counterparts
Waiver
Time of Essence
Technology and Software
Financial Services
Professional Services
Healthcare
Manufacturing
Research and Development
Telecommunications
Pharmaceuticals
Energy
Media and Entertainment
Consumer Goods
Education
Legal
Compliance
Human Resources
Information Security
Risk Management
Executive Leadership
Corporate Governance
Business Development
Research & Development
Information Technology
Operations
Chief Executive Officer
Chief Legal Officer
General Counsel
Legal Director
Compliance Officer
Human Resources Director
Project Manager
Information Security Officer
Chief Technology Officer
Business Development Director
Research Director
Corporate Secretary
Risk Manager
Department Head
Senior Executive
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