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Bilateral Non Disclosure Agreement
"I need a Bilateral Non-Disclosure Agreement under Dutch law for a potential joint venture between my technology company and a German manufacturer, with specific provisions for protecting software source code and manufacturing processes, to be effective from March 2025."
1. Parties: Identification of the parties entering into the agreement, including full legal names, registered addresses, and registration numbers
2. Background: Context of the agreement and purpose of sharing confidential information
3. Definitions: Definitions of key terms, especially 'Confidential Information', 'Representatives', 'Permitted Purpose'
4. Scope of Confidentiality: Details of what constitutes confidential information and exclusions
5. Obligations of Confidentiality: Core confidentiality obligations, including use restrictions and standard of care
6. Permitted Disclosures: Circumstances under which confidential information may be disclosed
7. Protection Measures: Security measures required to protect confidential information
8. Return or Destruction: Obligations regarding return or destruction of confidential information
9. Duration and Survival: Term of the agreement and surviving obligations
10. Breach and Remedies: Consequences of breach and available remedies
11. General Provisions: Standard clauses including governing law, jurisdiction, and entire agreement
1. Residual Information: Clause addressing use of non-documented knowledge retained in memory, used when parties want to allow some flexibility for general knowledge
2. Data Protection: Specific provisions for handling personal data under GDPR, required when confidential information includes personal data
3. Non-Solicitation: Restrictions on soliciting employees or customers, useful when parties have access to sensitive relationship information
4. Export Control: Provisions for compliance with export control laws, necessary when information may be subject to international transfer restrictions
5. Competitive Activities: Clarification of permitted competitive activities, important when parties are competitors
6. Third Party Rights: Rights of third parties under the agreement, relevant when third party information may be shared
7. Insurance Requirements: Obligations to maintain specific insurance coverage, useful for high-value or high-risk information
8. Audit Rights: Rights to audit compliance with the agreement, important for highly sensitive information
1. Description of Confidential Information: Detailed list or categories of information covered by the agreement
2. Authorized Representatives: List of individuals or roles authorized to receive confidential information
3. Security Protocols: Specific security measures and protocols required for information protection
4. Approved Subcontractors: List of pre-approved subcontractors who may receive confidential information
5. Notice Requirements: Contact details and procedures for required notices under the agreement
Authors
Technology
Manufacturing
Professional Services
Healthcare
Financial Services
Real Estate
Education
Research & Development
Retail
Energy
Telecommunications
Life Sciences
Construction
Agriculture
Entertainment
Media
Automotive
Aerospace
Chemical Industry
Pharmaceuticals
Legal
Business Development
Executive Leadership
Human Resources
Research and Development
Information Technology
Finance
Operations
Procurement
Sales
Partnerships
Innovation
Strategy
Commercial
Intellectual Property
Compliance
Chief Executive Officer
Managing Director
Legal Counsel
Business Development Manager
Chief Technology Officer
Research Director
Project Manager
Human Resources Director
Chief Financial Officer
Operations Manager
Procurement Manager
Sales Director
Partnership Manager
Innovation Manager
Strategy Consultant
Investment Manager
Product Manager
Commercial Director
Intellectual Property Manager
Compliance Officer
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