This Internal NDA template is specifically designed for use in Ireland, providing a comprehensive framework for protecting confidential information within employer-employee relationships. The document should be used when onboarding new employees or updating confidentiality agreements with existing staff who have access to sensitive company information. The Internal NDA incorporates provisions compliant with Irish employment law, the Data Protection Act 2018, and EU regulations including GDPR. It covers various types of confidential information including trade secrets, proprietary information, customer data, and business strategies, while ensuring alignment with Irish whistleblower protection laws and employment rights. The agreement is structured to be both robust and practical, suitable for organizations operating under Irish jurisdiction.
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1. Parties: Identifies the employer (company) and employee as parties to the agreement
2. Background: Explains the purpose of the agreement and the context of the confidential information sharing
3. Definitions: Defines key terms including 'Confidential Information', 'Trade Secrets', 'Intellectual Property', and other relevant terms
4. Scope of Confidential Information: Detailed description of what constitutes confidential information within the organization
5. Confidentiality Obligations: Core obligations regarding non-disclosure, non-use, and protection of confidential information
6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including legal requirements and protected disclosures
7. Security Measures: Specific measures required to protect confidential information
8. Return of Confidential Information: Requirements for returning or destroying confidential information upon termination or request
9. Duration of Obligations: Period for which confidentiality obligations remain in effect
10. General Provisions: Standard contractual provisions including governing law, entire agreement, and severability
1. Intellectual Property Rights: Additional provisions regarding IP ownership and rights when the employee may be involved in creation of IP
2. Data Protection Compliance: Specific GDPR and Data Protection Act compliance measures when confidential information includes personal data
3. Post-Employment Obligations: Additional provisions regarding confidentiality obligations after employment ends
4. Internal Reporting Procedures: Specific procedures for reporting confidentiality breaches within the organization
5. Third Party Information: Additional provisions for handling confidential information belonging to third parties
6. Remote Working Provisions: Specific measures for protecting confidential information while working remotely
1. Schedule 1 - Categories of Confidential Information: Detailed list of specific types and categories of confidential information covered
2. Schedule 2 - Security Protocols: Detailed security procedures and requirements for handling confidential information
3. Schedule 3 - Authorized Personnel: List of roles/positions authorized to access different categories of confidential information
4. Appendix A - Acknowledgment Form: Form for employee to sign acknowledging receipt and understanding of the NDA
Relevant legal definitions
Confidential Information
Company
Employee
Trade Secrets
Intellectual Property Rights
Proprietary Information
Personal Data
Processing
Business Hours
Permitted Purpose
Authorized Recipients
Company Systems
Employment
Term
Group Companies
Representatives
Security Requirements
Confidential Materials
Business Day
Effective Date
Protected Disclosure
Technical Information
Commercial Information
Customer Data
Working Hours
Company Premises
Remote Working Location
Digital Assets
Confidentiality Period
Company
Employee
Trade Secrets
Intellectual Property Rights
Proprietary Information
Personal Data
Processing
Business Hours
Permitted Purpose
Authorized Recipients
Company Systems
Employment
Term
Group Companies
Representatives
Security Requirements
Confidential Materials
Business Day
Effective Date
Protected Disclosure
Technical Information
Commercial Information
Customer Data
Working Hours
Company Premises
Remote Working Location
Digital Assets
Confidentiality Period
Clauses
Confidentiality
Non-Disclosure
Data Protection
Security Measures
Intellectual Property
Return of Materials
Permitted Disclosures
Duration and Survival
Employee Obligations
Protected Disclosures
Breach Notification
Termination
Governing Law
Severability
Amendment
Assignment
Entire Agreement
Third Party Rights
Notice
Remedies
Non-Disclosure
Data Protection
Security Measures
Intellectual Property
Return of Materials
Permitted Disclosures
Duration and Survival
Employee Obligations
Protected Disclosures
Breach Notification
Termination
Governing Law
Severability
Amendment
Assignment
Entire Agreement
Third Party Rights
Notice
Remedies
Relevant Industries
Technology
Financial Services
Healthcare
Manufacturing
Professional Services
Pharmaceutical
Biotechnology
Retail
Telecommunications
Research and Development
Education
Media and Entertainment
Relevant Teams
Human Resources
Legal
Information Technology
Research and Development
Executive Leadership
Finance
Marketing
Sales
Operations
Customer Service
Product Development
Quality Assurance
Administration
Data Analytics
Engineering
Relevant Roles
Chief Executive Officer
Chief Technology Officer
Chief Financial Officer
Human Resources Manager
Software Developer
Research Scientist
Product Manager
Business Analyst
Marketing Manager
Sales Director
Legal Counsel
Operations Manager
Project Manager
Data Analyst
System Administrator
Customer Service Representative
Administrative Assistant
Finance Manager
Research and Development Engineer
Quality Assurance Specialist
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