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Non Disparage Agreement
"I need a Non Disparage Agreement under Indonesian law for a senior executive's departure from our technology company, with specific provisions for social media restrictions and protection of our intellectual property, to be effective from March 1, 2025."
1. Parties: Identifies and defines all parties to the agreement, including their legal names, addresses, and any relevant corporate details
2. Background: Establishes the context and purpose of the agreement, including the relationship between the parties
3. Definitions: Defines key terms used in the agreement, particularly what constitutes 'disparagement' under the agreement
4. Scope of Non-Disparagement: Details the specific types of statements and actions that are prohibited, including both direct and indirect disparagement
5. Duration: Specifies the time period during which the non-disparagement obligations remain in effect
6. Mutual Obligations: Outlines the reciprocal nature of the non-disparagement obligations between the parties
7. Exceptions: Lists permitted disclosures and statements, such as those required by law or court order
8. Remedies for Breach: Specifies the consequences of violating the agreement, including potential damages and enforcement mechanisms
9. Governing Law and Jurisdiction: Establishes Indonesian law as the governing law and specifies the jurisdiction for dispute resolution
10. Notices: Details how official communications between parties should be made and delivered
11. Entire Agreement: Confirms that this document represents the complete agreement between the parties regarding non-disparagement
1. Social Media Provisions: Specific provisions regarding social media usage and online communications, particularly relevant for public figures or companies with significant online presence
2. Confidentiality Obligations: Additional provisions linking non-disparagement to confidentiality obligations, useful when sensitive information is involved
3. Third Party Rights: Provisions extending protection to related parties such as affiliates, officers, or employees
4. Survival Clause: Specifies which obligations survive the termination of any related agreements, particularly important in employment contexts
5. Alternative Dispute Resolution: Provisions for mediation or arbitration before court proceedings, recommended for high-profile parties
6. Public Statements: Guidelines for making public statements or press releases, relevant for public figures or corporate entities
7. Return of Materials: Requirements regarding the return or destruction of materials that could be used for disparagement, relevant in employment or business separation contexts
1. Schedule 1: Defined Protected Parties: List of specific individuals or entities protected under the agreement beyond the main parties
2. Schedule 2: Approved Public Statements: Pre-approved language for public statements about the relationship between the parties
3. Schedule 3: Communication Guidelines: Detailed guidelines for acceptable and unacceptable forms of communication
4. Appendix A: Notification Procedures: Detailed procedures for reporting potential violations and handling disputes
5. Appendix B: Social Media Guidelines: Specific rules and examples regarding social media behavior, if applicable
Authors
Disparagement
Confidential Information
Parties
Protected Parties
Affiliate
Business Relationship
Communication
Electronic Communication
Social Media
Public Statement
Defamatory Statement
Material Breach
Effective Date
Term
Permitted Disclosure
Prohibited Statement
Related Entity
Representatives
Third Party
Working Day
Written Notice
Damages
Legal Proceeding
Governing Law
Force Majeure
Intellectual Property
Company Assets
Business Records
Dispute
Interpretation
Definitions
Non-Disparagement Obligations
Duration and Term
Mutual Obligations
Permitted Disclosures
Confidentiality
Social Media and Electronic Communications
Public Statements
Third Party Rights
Enforcement
Remedies
Damages
Injunctive Relief
Breach Notification
Dispute Resolution
Governing Law
Jurisdiction
Force Majeure
Severability
Amendment
Assignment
Notices
Waiver
Entire Agreement
Counterparts
Survival
Technology
Financial Services
Professional Services
Healthcare
Manufacturing
Retail
Media and Entertainment
Education
Telecommunications
Real Estate
Energy
Transportation
Hospitality
Construction
Consumer Goods
E-commerce
Human Resources
Legal
Executive Leadership
Board of Directors
Corporate Communications
Public Relations
Risk Management
Compliance
Employee Relations
Corporate Governance
Internal Communications
Chief Executive Officer
Human Resources Director
Legal Counsel
Chief Financial Officer
Senior Manager
Department Head
Executive Director
Board Director
Managing Partner
General Manager
Operations Director
Chief Technology Officer
Vice President
Regional Manager
Project Manager
Human Resources Manager
Compliance Officer
Risk Manager
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