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Confidentiality Agreement For Vendors
I need a Confidentiality Agreement For Vendors to use with our new IT service providers who will be accessing our customer database and internal systems starting March 2025; it needs to be compliant with Irish law and include strong data protection provisions.
1. Parties: Identification of the disclosing party and receiving party (vendor)
2. Background: Context of the relationship and purpose of sharing confidential information
3. Definitions: Definitions of key terms including 'Confidential Information', 'Permitted Purpose', 'Representatives'
4. Confidentiality Obligations: Core obligations regarding non-disclosure and protection of confidential information
5. Permitted Use and Disclosure: Scope of permitted use and circumstances under which disclosure is allowed
6. Information Security Measures: Required security measures for protecting confidential information
7. Return or Destruction of Information: Obligations regarding the return or destruction of confidential information upon request or termination
8. Duration and Survival: Term of the agreement and surviving obligations
9. Breach and Remedies: Consequences of breach and available remedies including injunctive relief
10. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and entire agreement
1. Data Protection Compliance: Specific provisions for GDPR compliance when confidential information includes personal data
2. Third Party Rights: Rights of third parties whose confidential information may be involved
3. Intellectual Property Rights: Protection of IP rights when confidential information includes IP
4. Non-Solicitation: Restrictions on soliciting employees or customers, if relevant to the vendor relationship
5. Export Control: Compliance with export control laws for international vendors
6. Insurance Requirements: Specific insurance requirements for high-risk vendor relationships
7. Publicity: Restrictions on public announcements or marketing references
1. Schedule 1 - Description of Confidential Information: Detailed description or categories of confidential information covered
2. Schedule 2 - Permitted Purpose: Detailed description of the permitted purpose for using confidential information
3. Schedule 3 - Security Measures: Specific security measures and protocols required
4. Schedule 4 - Authorized Representatives: List of authorized representatives who may access confidential information
5. Schedule 5 - Information Handling Procedures: Detailed procedures for handling, storing, and transmitting confidential information
Authors
Agreement
Authorized Representatives
Business Day
Company
Confidential Information
Data Protection Laws
Disclosing Party
Effective Date
Group
Information Security Requirements
Intellectual Property Rights
Licensed Purpose
Personal Data
Permitted Purpose
Process/Processing
Receiving Party
Representatives
Security Breach
Services
Subcontractor
Term
Third Party
Trade Secrets
Vendor
Data Protection
Information Security
Permitted Use
Return of Information
Non-Disclosure
Breach Notification
Remedies
Term and Termination
Survival
Assignment
Third Party Rights
Force Majeure
Notices
Severability
Entire Agreement
Amendment
Waiver
Governing Law
Jurisdiction
Counterparts
Further Assurance
Costs
Dispute Resolution
Intellectual Property
Indemnification
Technology
Financial Services
Healthcare
Manufacturing
Professional Services
Retail
Telecommunications
Pharmaceuticals
Energy
Construction
Education
Research and Development
Media and Entertainment
Logistics and Supply Chain
Legal
Procurement
Vendor Management
Information Security
Compliance
Risk Management
Operations
Information Technology
Supply Chain
Commercial
Procurement Manager
Vendor Relations Manager
Legal Counsel
Compliance Officer
Chief Information Security Officer
Supply Chain Manager
Contract Manager
Data Protection Officer
Chief Technology Officer
Operations Director
Project Manager
Risk Manager
Information Security Manager
General Counsel
Commercial Director
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