This NDA Agreement Form is essential for businesses and individuals operating under Irish jurisdiction who need to protect confidential information during business discussions, negotiations, or ongoing business relationships. The document is particularly relevant given Ireland's position as a major European business hub and its dual compliance requirements with both Irish national law and EU regulations. The agreement covers various types of confidential information, including trade secrets, proprietary information, technical data, and personal data subject to GDPR. It's designed to be adaptable for multiple business contexts while maintaining strong enforceability under Irish law. The document includes specific provisions required by Irish contract law and incorporates necessary elements from the European Union (Protection of Trade Secrets) Regulations 2018.
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1. Parties: Identifies and defines the parties entering into the agreement, including their registered addresses and company numbers if applicable
2. Background: Sets out the context and purpose of the agreement, including the nature of the relationship between the parties
3. Definitions: Defines key terms used throughout the agreement, particularly 'Confidential Information', 'Permitted Purpose', and other relevant terms
4. Scope of Confidential Information: Clearly defines what information is considered confidential under the agreement
5. Obligations of Confidentiality: Details the core confidentiality obligations and standards of care required
6. Permitted Disclosures: Specifies circumstances under which confidential information may be disclosed and to whom
7. Term and Survival: Specifies the duration of the agreement and which obligations survive termination
8. Return or Destruction of Confidential Information: Procedures for handling confidential information upon termination or request
9. Breach and Remedies: Outlines consequences of breach and available remedies
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: Include when third parties may have rights or obligations under the agreement
3. Non-Solicitation: Add when parties wish to prevent solicitation of employees or customers
4. Non-Competition: Include when parties wish to restrict competitive activities
5. Intellectual Property Rights: Add when confidential information includes IP that needs specific protection
6. Export Control: Include when confidential information may be subject to export control regulations
7. Force Majeure: Add when parties want to address circumstances beyond their control
8. Assignment and Subcontracting: Include when transfer of rights or obligations needs to be addressed
1. Schedule 1 - Description of Confidential Information: Detailed list or categories of information covered by the agreement
2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive or handle confidential information
3. Schedule 3 - Security Requirements: Specific security measures required for protecting confidential information
4. Schedule 4 - Permitted Purpose: Detailed description of the permitted use of confidential information
5. Appendix A - Data Processing Terms: GDPR-compliant data processing terms if personal data is involved
Relevant legal definitions
Confidential Information
Disclosing Party
Receiving Party
Affiliate
Agreement
Authorized Recipients
Business Day
Commencement Date
Confidentiality Obligations
Data Protection Laws
Disclosed
Effective Date
GDPR
Group
Intellectual Property Rights
Notice
Parties
Permitted Purpose
Personal Data
Representatives
Restricted Period
Security Requirements
Services
Subsidiary
Term
Trade Secrets
Working Hours
Disclosing Party
Receiving Party
Affiliate
Agreement
Authorized Recipients
Business Day
Commencement Date
Confidentiality Obligations
Data Protection Laws
Disclosed
Effective Date
GDPR
Group
Intellectual Property Rights
Notice
Parties
Permitted Purpose
Personal Data
Representatives
Restricted Period
Security Requirements
Services
Subsidiary
Term
Trade Secrets
Working Hours
Clauses
Confidentiality Obligations
Permitted Use
Permitted Disclosures
Protection of Information
Term and Duration
Return or Destruction of Information
Data Protection
Intellectual Property
Trade Secrets Protection
Breach and Remedies
Indemnification
Liability
Assignment
Notices
Governing Law
Jurisdiction
Entire Agreement
Severability
Variation
Waiver
Third Party Rights
Force Majeure
Counterparts
Costs
No Partnership or Agency
Survival
Permitted Use
Permitted Disclosures
Protection of Information
Term and Duration
Return or Destruction of Information
Data Protection
Intellectual Property
Trade Secrets Protection
Breach and Remedies
Indemnification
Liability
Assignment
Notices
Governing Law
Jurisdiction
Entire Agreement
Severability
Variation
Waiver
Third Party Rights
Force Majeure
Counterparts
Costs
No Partnership or Agency
Survival
Relevant Industries
Technology
Financial Services
Pharmaceutical
Healthcare
Manufacturing
Professional Services
Research & Development
Biotechnology
Software Development
Telecommunications
Media & Entertainment
Real Estate
Energy
Retail
Education
Relevant Teams
Legal
Human Resources
Executive Leadership
Business Development
Research & Development
Information Technology
Finance
Procurement
Compliance
Operations
Corporate Development
Intellectual Property
Innovation
Relevant Roles
Chief Executive Officer
Legal Counsel
Head of Legal
Business Development Manager
Human Resources Director
Chief Technology Officer
Project Manager
Research Director
Chief Financial Officer
Procurement Manager
Investment Manager
Operations Director
Compliance Officer
Contract Manager
Innovation Manager
Partnership Manager
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