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Online Confidentiality Agreement
"I need an Online Confidentiality Agreement governed by Swiss law for sharing sensitive software development documentation with an offshore development team, including provisions for secure digital file sharing platforms and multi-factor authentication requirements, to be implemented by March 2025."
1. Parties: Identification of the disclosing and receiving parties, including full legal names, addresses, and company registration details if applicable
2. Background: Context of the agreement, relationship between parties, and purpose of sharing confidential information
3. Definitions: Definitions of key terms, especially 'Confidential Information', 'Authorized Purpose', 'Authorized Recipients', and 'Security Requirements'
4. Scope of Confidential Information: Detailed description of what constitutes confidential information and explicit exclusions
5. Confidentiality Obligations: Core obligations regarding protection, non-disclosure, and permitted uses of confidential information
6. Digital Security Measures: Specific requirements for securing confidential information in digital form, including encryption, access controls, and storage requirements
7. Term and Termination: Duration of the agreement and obligations upon termination
8. Return or Destruction of Confidential Information: Procedures for returning or destroying confidential information, including digital copies
9. General Provisions: Standard clauses including governing law, jurisdiction, entire agreement, and amendments
10. Electronic Execution: Provisions regarding electronic signature and online acceptance of the agreement
1. Data Protection Compliance: Additional section required when confidential information includes personal data subject to FADP
2. Third Party Disclosure: Include when the receiving party may need to share information with authorized third parties
3. International Transfer: Required when confidential information may be transferred outside Switzerland
4. Intellectual Property Rights: Include when confidential information contains patentable inventions or other IP
5. Employee and Contractor Obligations: Add when receiving party needs to share information with employees/contractors
6. Remedies and Indemnification: Enhanced remedies section when dealing with highly sensitive information
1. Schedule 1 - Description of Confidential Information: Detailed list or categories of confidential information covered
2. Schedule 2 - Authorized Purpose: Detailed description of the permitted use of confidential information
3. Schedule 3 - Security Requirements: Technical and organizational measures required for digital information security
4. Schedule 4 - Authorized Recipients: List of individuals or roles authorized to access the confidential information
5. Appendix A - Data Processing Terms: Additional terms required when personal data is involved, ensuring FADP compliance
Authors
Technology
Financial Services
Healthcare
Manufacturing
Professional Services
Research & Development
Biotechnology
E-commerce
Software Development
Telecommunications
Pharmaceutical
Legal Services
Consulting
Digital Media
Industrial Technology
Legal
Information Technology
Information Security
Compliance
Risk Management
Research & Development
Business Development
Human Resources
Procurement
Executive Leadership
Operations
Data Protection
Corporate Development
Intellectual Property
Chief Executive Officer
Chief Technology Officer
Chief Information Security Officer
Legal Counsel
Data Protection Officer
IT Security Manager
Business Development Manager
Project Manager
Research Director
Procurement Manager
Human Resources Director
Investment Manager
Operations Manager
Software Development Manager
Compliance Officer
Intellectual Property Manager
Contract Manager
Risk Manager
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