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NDA For Contractors
"I need an NDA for Contractors under Irish law for our software development company that will be engaging multiple technical contractors starting January 2025, with specific provisions for source code protection and cloud infrastructure access."
1. Parties: Identification of the contracting parties - the company and the contractor
2. Background: Context of the agreement and the relationship between the parties
3. Definitions: Definitions of key terms including 'Confidential Information', 'Trade Secrets', 'Intellectual Property Rights'
4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement
5. Obligations of Confidentiality: Core confidentiality obligations and permitted uses of confidential information
6. Data Protection Obligations: Specific obligations regarding personal data handling in compliance with GDPR
7. Security Measures: Required security measures for protecting confidential information
8. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination
9. Duration and Survival: Term of the agreement and provisions that survive termination
10. Breach and Remedies: Consequences of breach and available remedies
11. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and entire agreement
1. Intellectual Property Rights: Additional provisions regarding IP ownership and rights - include when contractor may create or work with IP
2. Non-Competition: Restrictions on competitive activities - include when contractor has access to highly sensitive commercial information
3. Non-Solicitation: Restrictions on soliciting employees or clients - include when contractor has significant client or employee contact
4. Audit Rights: Right to audit contractor's compliance - include for high-risk or regulated industry contexts
5. Insurance Requirements: Specific insurance requirements - include when handling particularly sensitive data
6. Third Party Disclosure: Provisions for sharing with authorized third parties - include when contractor may need to share with subcontractors
7. International Data Transfers: Provisions for international data transfers - include when contractor may process data across borders
1. Schedule 1 - Scope of Services: Description of services being provided by the contractor
2. Schedule 2 - Specified Confidential Information: Detailed list or categories of confidential information covered
3. Schedule 3 - Approved Security Measures: Specific security measures and protocols required
4. Schedule 4 - Approved Third Party Recipients: List of approved third parties who may receive confidential information
5. Appendix 1 - Data Processing Terms: Detailed GDPR-compliant data processing terms if applicable
6. Appendix 2 - Return/Destruction Certificate: Template certificate for confirming return or destruction of confidential information
Authors
Technology
Financial Services
Healthcare
Professional Services
Manufacturing
Research and Development
Software Development
Pharmaceutical
Biotechnology
Media and Entertainment
Telecommunications
Construction
Engineering
Education
Legal Services
Management Consulting
Legal
Human Resources
Procurement
Operations
Information Technology
Finance
Compliance
Risk Management
Project Management Office
Research & Development
Information Security
Commercial Operations
CEO
Chief Legal Officer
HR Director
Procurement Manager
Project Manager
Legal Counsel
HR Manager
Contracts Manager
Operations Director
IT Director
Department Head
Hiring Manager
Finance Director
Commercial Manager
Business Unit Leader
Technical Lead
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