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1. Parties: Identification of the disclosing and receiving parties, including registration details and addresses for legal notices
2. Background: Context of the relationship between parties and purpose of sharing confidential information
3. Definitions: Comprehensive definitions including 'Confidential Information', 'Authorized Purpose', 'Authorized Representatives', and other key terms
4. Scope of Confidential Information: Detailed description of what constitutes confidential information and explicit exclusions
5. Obligations of Confidentiality: Core confidentiality obligations, security measures, and standards of care required
6. Permitted Uses and Disclosures: Specified purposes for which confidential information may be used and conditions for disclosure to authorized representatives
7. Data Protection and Cross-Border Transfers: Compliance with POPIA and international data protection requirements for cross-border data flows
8. Term and Survival: Duration of the agreement and survival of obligations post-termination
9. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination or request
10. Breach and Remedies: Consequences of breach, including remedies and relief available to the disclosing party
11. General Provisions: Standard clauses including governing law, jurisdiction, entire agreement, and amendment procedures
1. Reverse Engineering Prohibition: Additional protection against reverse engineering of products or technologies, particularly relevant for technical information
2. Non-Solicitation: Prevents poaching of employees or clients, used when confidential information includes personnel or customer details
3. Publicity and Announcements: Controls on public statements about the relationship, used for high-profile or sensitive partnerships
4. Insurance Requirements: Obligations to maintain specific insurance coverage, relevant for high-value or high-risk information
5. Audit Rights: Rights to audit compliance with security measures, important for highly sensitive information or regulated industries
6. Local Representative Appointment: Appointment of local representatives for foreign parties, useful for enforcement purposes
7. Alternative Dispute Resolution: Mediation or arbitration procedures, particularly useful for international agreements
1. Schedule 1: Description of Confidential Information: Detailed categorization and description of specific confidential information covered
2. Schedule 2: Authorized Representatives: List of individuals or roles authorized to receive and handle confidential information
3. Schedule 3: Security Protocols: Specific security measures and protocols required for handling different types of confidential information
4. Schedule 4: Data Processing Terms: Detailed terms for compliance with POPIA and other relevant data protection laws
5. Appendix A: Notice Requirements: Specific procedures and contact details for required notices under the agreement
6. Appendix B: Return/Destruction Certificate: Template certificate confirming return or destruction of confidential information
Agreement
Authorized Purpose
Authorized Representative
Business Day
Commencement Date
Confidential Information
Disclosing Party
Effective Date
Electronic Communication
Group Company
Intellectual Property Rights
Law
Notice
Operator
Personal Information
Processing
Receiving Party
Representatives
Security Measures
Special Personal Information
Subsidiary
Term
Third Party
Trade Secrets
Permitted Purpose
Professional Advisers
Record
Responsible Party
Data Subject
Derived Information
Excluded Information
Force Majeure Event
Information Officer
Material Breach
Parent Company
Proprietary Information
Related Persons
Security Compromise
Signed
Technical Information
Territory
Writing
Confidentiality Obligations
Permitted Use
Data Protection
Cross-Border Transfer
Security Measures
Return of Information
Term and Termination
Representatives and Third Parties
Breach
Remedies
Indemnification
Force Majeure
Assignment
Severability
Entire Agreement
Amendment
Notices
Electronic Communications
Governing Law
Jurisdiction
Dispute Resolution
Costs
Relationship of Parties
Survival
Non-Solicitation
Publicity
Counterparts
Compliance with Laws
Waiver
Technology and Software
Manufacturing
Financial Services
Healthcare and Pharmaceuticals
Professional Services
Research and Development
Energy and Resources
Telecommunications
Automotive
Aerospace and Defense
Mining and Minerals
Retail and Consumer Goods
Media and Entertainment
Education and Training
Biotechnology
Legal
Compliance
Executive Leadership
Business Development
Information Technology
Research and Development
Operations
Finance
Procurement
Risk Management
International Business
Strategic Planning
Information Security
Corporate Development
Intellectual Property
Chief Executive Officer
Legal Counsel
Chief Technology Officer
Business Development Manager
Chief Financial Officer
Research Director
Project Manager
Commercial Director
Procurement Manager
Operations Director
Investment Manager
Compliance Officer
International Business Manager
Strategic Partnerships Director
Information Security Officer
Risk Manager
Innovation Director
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