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1. Parties: Identification of the disclosing party and receiving party with full legal names and registered addresses
2. Background: Context of the agreement, purpose of sharing confidential information, and relationship between the parties
3. Definitions: Definitions of key terms including 'Confidential Information', 'Representatives', 'Permitted Purpose', and other relevant terms
4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement
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 to representatives or as required by law
7. Information Security Measures: Required security measures for protecting confidential information
8. Return or Destruction of Information: Obligations regarding the return or destruction of confidential information upon request or termination
9. Term and Survival: Duration of the agreement and survival of obligations after termination
10. Breach and Remedies: Consequences of breach and available remedies including injunctive relief
11. General Provisions: Standard clauses including governing law, jurisdiction, entire agreement, and amendments
1. Mutual Confidentiality Obligations: Used when both parties will be sharing confidential information with each other
2. Data Protection Compliance: Required when personal data is included in the confidential information
3. Export Control: Needed when confidential information may be subject to export control regulations
4. Intellectual Property Rights: Important when confidential information includes IP or when IP might be created during the permitted purpose
5. Non-Solicitation: Optional restriction on soliciting employees or customers, often included in business contexts
6. Publicity and Announcements: Restrictions on public announcements about the relationship or agreement
7. Competition Restrictions: Used when there are competitive concerns about information use
8. Assignment and Subcontracting: Required when either party might need to assign rights or involve subcontractors
1. Schedule 1 - Specified Confidential Information: Detailed list or categories of confidential information covered by the agreement
2. Schedule 2 - Security Procedures: Specific security measures and protocols required for handling confidential information
3. Schedule 3 - Authorized Representatives: List of individuals authorized to receive and handle confidential information
4. Schedule 4 - Excluded Information: Information specifically excluded from confidentiality obligations
5. Schedule 5 - Permitted Purpose Details: Detailed description of the permitted purpose for which confidential information may be used
6. Appendix A - Notice Requirements: Contact details and procedures for serving notices under the agreement
Disclosing Party
Receiving Party
Affiliate
Representatives
Permitted Purpose
Confidentiality Obligations
Trade Secrets
Proprietary Information
Authorized Recipients
Group Company
Intellectual Property Rights
Professional Advisers
Security Requirements
Effective Date
Term
Excluded Information
Required Disclosure
Business Day
Notice
Data Protection Laws
Material Breach
Commercially Sensitive Information
Confidentiality Period
Permitted Disclosures
Related Party
Subsidiary
Unauthorized Disclosure
Working Hours
Compliance Requirements
Definitions
Confidentiality Obligations
Information Security
Permitted Use
Permitted Disclosure
Return of Information
Data Protection
Intellectual Property
Term and Termination
Breach and Remedies
Indemnification
Governing Law
Jurisdiction
Force Majeure
Assignment
Notices
Entire Agreement
Severability
Waiver
Amendment
Counterparts
Third Party Rights
Costs
Non-Solicitation
Survival
Dispute Resolution
Warranties and Representations
Information Technology
Manufacturing
Healthcare
Financial Services
Professional Services
Telecommunications
Pharmaceutical
Biotechnology
Retail
E-commerce
Research and Development
Energy
Real Estate
Education
Defense
Automotive
Legal
Compliance
Executive Leadership
Business Development
Research and Development
Information Technology
Human Resources
Finance
Operations
Procurement
Corporate Affairs
Risk Management
Information Security
Strategy
Chief Executive Officer
Chief Legal Officer
General Counsel
Legal Director
Compliance Officer
Business Development Manager
Project Manager
Research Director
Chief Technology Officer
Chief Financial Officer
Operations Manager
Human Resources Director
Procurement Manager
Innovation Manager
Strategic Partnership Manager
Corporate Secretary
Risk Manager
Information Security Officer
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