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Relationship Non Disclosure Agreement
1. Parties: Identification of the parties entering into the NDA, including full legal names and registered addresses
2. Background: Context of the relationship and purpose of entering into the NDA
3. Definitions: Key terms including 'Confidential Information', 'Representatives', 'Permitted Purpose', and other relevant definitions
4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement
5. Confidentiality Obligations: Core obligations regarding the protection and non-disclosure of confidential information
6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to representatives and as required by law
7. Security Measures: Required measures for protecting and securing confidential information
8. Return or Destruction: Obligations regarding the return or destruction of confidential information upon request or termination
9. Term and Survival: Duration of the agreement and survival of obligations after termination
10. Breach and Remedies: Consequences of breach and available remedies including injunctive relief
11. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and entire agreement
1. Data Protection Compliance: Specific section addressing GDPR compliance when personal data is involved in the confidential information
2. Mutual Obligations: Additional section when both parties are exchanging confidential information (for mutual NDAs)
3. Intellectual Property Rights: Section clarifying ownership and IP rights when technical or proprietary information is involved
4. Non-Competition: Optional restrictions on competitive activities, if relevant to the relationship
5. Assignment and Succession: Specific provisions for transfer of rights, particularly relevant for corporate relationships
6. Representatives' Obligations: Detailed section on obligations of representatives when they will have significant access to confidential information
7. Specific Industry Requirements: Additional provisions for regulated industries or specific sector requirements
1. Schedule 1 - Description of Permitted Purpose: Detailed description of the specific purposes for which confidential information may be used
2. Schedule 2 - Security Requirements: Specific technical and organizational security measures required for protecting confidential information
3. Schedule 3 - Authorized Representatives: List of authorized representatives who may access confidential information
4. Appendix A - Types of Confidential Information: Specific categories or examples of confidential information covered by the agreement
5. Appendix B - Data Processing Terms: GDPR-compliant data processing terms if personal data is involved
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