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1. Parties: Identification of the disclosing and receiving parties, including full legal names, registration numbers, and addresses
2. Background: Context of the agreement, purpose of sharing confidential information, and nature of the business relationship
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. Obligations of Confidentiality: Core confidentiality obligations, including non-disclosure, non-use, and security measures
6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to representatives and as required by law
7. Security Measures: Specific measures required to protect confidential information
8. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination or request
9. Duration and Survival: Term of the agreement and provisions that survive termination
10. Breach and Remedies: Consequences of breach and available remedies including injunctive relief
11. General Provisions: Standard contractual terms including governing law, jurisdiction, and entire agreement
1. Data Protection Compliance: Required when confidential information includes personal data subject to GDPR/AVG
2. Representatives and Authorized Personnel: Detailed section when multiple individuals or teams will have access to confidential information
3. Industry-Specific Requirements: Additional provisions required for specific industries (e.g., financial services, healthcare)
4. Intellectual Property Rights: Specific provisions when confidential information includes IP or when IP might be created during the relationship
5. Export Control: Required when confidential information may be subject to export control regulations
6. Competitive Restrictions: Non-compete or non-solicitation provisions, if relevant to the business relationship
7. Audit Rights: Rights to audit compliance with confidentiality obligations, particularly in regulated industries
1. Schedule 1 - Categories of Confidential Information: Detailed list of specific types of confidential information covered
2. Schedule 2 - Security Requirements: Detailed technical and organizational security measures required
3. Schedule 3 - Authorized Personnel: List of authorized representatives who may access confidential information
4. Schedule 4 - Information Handling Procedures: Specific procedures for handling, storing, and transmitting confidential information
5. Appendix A - Form of Confidentiality Undertaking: Template confidentiality undertaking for representatives/employees
6. Appendix B - Data Breach Notification Procedure: Procedures to be followed in case of actual or suspected breach
Affiliate
Authorized Purpose
Authorized Representative
Business Day
Confidential Information
Control
Data Protection Laws
Disclosing Party
Effective Date
Group
Information Security Requirements
Intellectual Property Rights
Notice
Party/Parties
Personal Data
Permitted Disclosures
Project
Receiving Party
Representatives
Residual Information
Security Breach
Subsidiary
Term
Trade Secret
Working Hours
Non-Disclosure
Information Security
Data Protection
Permitted Use
Return of Information
Destruction of Information
Duration
Survival
Breach Notification
Remedies
Injunctive Relief
Intellectual Property
Assignment
Third Party Rights
Force Majeure
Severability
Entire Agreement
Amendments
Notices
Governing Law
Jurisdiction
Dispute Resolution
Indemnification
Liability
Representatives
Warranties
Competition Law
Export Control
Counterparts
Technology
Healthcare
Financial Services
Manufacturing
Professional Services
Research & Development
Biotechnology
Real Estate
Energy
Telecommunications
Retail
Education
Construction
Media & Entertainment
Legal
Executive Leadership
Human Resources
Information Technology
Research & Development
Business Development
Procurement
Compliance
Risk Management
Information Security
Operations
Finance
Corporate Development
Project Management Office
Legal Counsel
Business Development Manager
Chief Executive Officer
Chief Financial Officer
Chief Technology Officer
Project Manager
Research Director
Human Resources Director
Procurement Manager
Investment Manager
Operations Manager
Compliance Officer
Contract Manager
Information Security Officer
Risk Manager
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