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1. Parties: Identification of the parties entering into the agreement, including registered addresses and company details
2. Background: Context of the agreement and the relationship between the parties
3. Definitions: Detailed definitions of key terms, including 'Confidential Information', 'Personal Data', 'Processing', 'Data Subject' and other relevant GDPR terms
4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement
5. Confidentiality Obligations: Core obligations regarding the protection and non-disclosure of confidential information
6. Permitted Use and Access: Specified purposes for which confidential information may be used and persons authorized to access it
7. Data Protection and Security Measures: Required security measures and protocols for protecting confidential information
8. Return or Destruction of Confidential Information: Procedures for handling confidential information upon termination or request
9. Term and Termination: Duration of the agreement and termination provisions
10. Breach and Remedies: Consequences of breach and available remedies
11. General Provisions: Standard clauses including governing law, jurisdiction, and entire agreement
1. International Data Transfers: Required when confidential information will be transferred outside the EEA
2. Subcontractor Provisions: Needed when either party may engage subcontractors to process confidential information
3. Industry-Specific Requirements: Additional provisions for regulated industries (e.g., healthcare, financial services)
4. Audit Rights: Detailed audit provisions when regular compliance verification is required
5. Insurance Requirements: Specific insurance obligations for high-risk data processing activities
6. Data Breach Notification Procedures: Detailed procedures for handling data breaches beyond standard requirements
7. Competing Business Restrictions: Non-compete provisions when confidential information includes business-sensitive data
1. Schedule 1 - Categories of Confidential Information: Detailed list and classification of different types of confidential information covered
2. Schedule 2 - Technical and Organizational Security Measures: Specific security measures and protocols to be implemented
3. Schedule 3 - Authorized Personnel: List of authorized personnel or roles permitted to access confidential information
4. Schedule 4 - Data Processing Activities: Detailed description of permitted processing activities and purposes
5. Schedule 5 - Incident Response Plan: Step-by-step procedures for handling security incidents and breaches
6. Appendix A - Standard Contractual Clauses: EU Standard Contractual Clauses if required for international transfers
Personal Data
Processing
Controller
Processor
Data Subject
Authorized Representative
Authorized Personnel
Agreement
Effective Date
Permitted Purpose
Security Breach
Technical and Organizational Measures
Third Party
Affiliate
Business Day
Disclosing Party
Receiving Party
Special Categories of Personal Data
Trade Secrets
Data Protection Laws
GDPR
UAVG
Supervisory Authority
Information Security Incident
Intellectual Property Rights
Representatives
Confidentiality Period
Data Transfer
Security Requirements
Compliance Documentation
Professional Advisers
Return Period
Working Hours
Notification
Sub-processor
Audit
Material Breach
Jurisdiction
Data Protection
Security Requirements
Access Rights
Use Restrictions
Return of Information
Destruction of Data
Breach Notification
Data Transfer
Term and Termination
Warranties
Indemnification
Liability
Force Majeure
Assignment
Subcontracting
Audit Rights
Compliance with Laws
Notice Requirements
Governing Law
Dispute Resolution
Severability
Amendment
Entire Agreement
Survival
Third Party Rights
Representations
Non-Competition
Non-Solicitation
Remedies
Information Technology
Healthcare
Financial Services
Professional Services
Research & Development
Manufacturing
Telecommunications
Retail
Education
Pharmaceuticals
Legal Services
Insurance
Energy
Biotechnology
Legal
Compliance
Information Security
IT
Risk Management
Procurement
Operations
Research & Development
Data Protection
Information Management
Contract Administration
Privacy
Corporate Security
Business Development
Chief Privacy Officer
Data Protection Officer
Legal Counsel
Compliance Manager
Information Security Manager
IT Director
Risk Manager
Procurement Manager
Contract Manager
Business Development Manager
Project Manager
Research Director
Chief Technology Officer
Chief Information Security Officer
Operations Manager
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