This Simple Confidentiality Agreement is essential for businesses and individuals operating under Dutch law who need to protect sensitive information during business discussions, negotiations, or collaborations. The document is particularly relevant when parties need to share confidential information such as business plans, technical specifications, customer data, or trade secrets. It incorporates provisions compliant with Dutch civil law and EU regulations, including the Trade Secrets Protection Act and GDPR where applicable. This template is designed to be straightforward yet comprehensive, suitable for both one-way and mutual confidentiality obligations, and can be easily adapted for various business contexts while maintaining its enforceability under Dutch jurisdiction.
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1. Parties: Identification of the disclosing and receiving parties, including full legal names and registered addresses
2. Background: Brief context of why the agreement is being entered into and the relationship between the parties
3. Definitions: Definition of key terms, particularly 'Confidential Information', 'Permitted Purpose', and 'Representatives'
4. Confidentiality Obligations: Core obligations regarding the protection and non-disclosure of confidential information
5. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees and professional advisors
6. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination or request
7. Term and Survival: Duration of the agreement and which provisions survive termination
8. Governing Law and Jurisdiction: Specification of Dutch law as governing law and jurisdiction for disputes
1. Data Protection: Additional provisions when confidential information includes personal data subject to GDPR
2. Security Measures: Specific technical and organizational measures required for protecting confidential information
3. Non-Solicitation: Restrictions on soliciting employees or customers, if relevant to the business relationship
4. Remedies: Specific remedies for breach, including potential liquidated damages
5. Non-Competition: Restrictions on competitive activities, if appropriate for the business context
6. Assignment: Rights and restrictions regarding assignment of the agreement
7. Prior Agreements: Relationship to any existing confidentiality obligations between the parties
1. Schedule 1 - Specified Confidential Information: Detailed list or categories of information specifically designated as confidential
2. Schedule 2 - Permitted Purpose: Detailed description of the permitted use of confidential information
3. Schedule 3 - Security Protocols: Specific security measures and protocols for handling confidential information
Relevant legal definitions
Clauses
Interpretation
Confidentiality Obligations
Permitted Use
Permitted Disclosure
Protection of Confidential Information
Return or Destruction
Duration and Survival
Non-Competition
Non-Solicitation
Data Protection
Intellectual Property
Breach and Remedies
Force Majeure
Notice
Assignment
Severability
Entire Agreement
Amendment
Third Party Rights
Governing Law
Jurisdiction
Confidentiality Obligations
Permitted Use
Permitted Disclosure
Protection of Confidential Information
Return or Destruction
Duration and Survival
Non-Competition
Non-Solicitation
Data Protection
Intellectual Property
Breach and Remedies
Force Majeure
Notice
Assignment
Severability
Entire Agreement
Amendment
Third Party Rights
Governing Law
Jurisdiction
Relevant Industries
Technology
Professional Services
Manufacturing
Healthcare
Financial Services
Real Estate
Retail
Education
Research & Development
Engineering
Construction
Media & Entertainment
Telecommunications
Biotechnology
Energy
Relevant Teams
Legal
Human Resources
Business Development
Research & Development
Executive Leadership
Procurement
Sales
Operations
Finance
Information Technology
Compliance
Innovation
Strategic Partnerships
Relevant Roles
Chief Executive Officer
Business Development Manager
Legal Counsel
Human Resources Director
Project Manager
Research Director
Chief Technology Officer
Procurement Manager
Investment Manager
Operations Director
Sales Director
Chief Financial Officer
Innovation Manager
Compliance Officer
Strategic Partnership Manager
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