Agreement Not To Disclose Confidential Information

Agreement Not To Disclose Confidential Information Template for Ireland

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Key Requirements PROMPT example:

"I need an Agreement Not To Disclose Confidential Information under Irish law for a potential merger between two technology companies, with specific provisions for protecting source code and customer data, and additional clauses for international data transfers as one company has operations in the US."

Document background

The Agreement Not To Disclose Confidential Information is essential for businesses and individuals operating under Irish jurisdiction who need to share sensitive information while maintaining its confidentiality. This document is commonly used before entering into business negotiations, during due diligence processes, in employment or contractor relationships, or when exploring potential partnerships. It defines what constitutes confidential information, sets out the obligations of the receiving party, and establishes remedies for unauthorized disclosure. The agreement is drafted in compliance with Irish law, including relevant EU regulations such as GDPR, the EU Trade Secrets Directive, and Irish contract law principles. It provides a robust framework for protecting proprietary information, trade secrets, intellectual property, and other sensitive data while facilitating necessary business communications.

Suggested Sections

1. Parties: Identifies and provides full details of all parties to the agreement, including registered addresses and company numbers if applicable

2. Background: Explains the context and purpose of the agreement, including the relationship between the parties and why confidential information needs to be shared

3. Definitions: Defines key terms used in the agreement, particularly 'Confidential Information', 'Permitted Purpose', 'Authorised Recipients', and other relevant terms

4. Scope of Confidential Information: Clearly outlines what information is considered confidential under the agreement, including any exclusions

5. Obligations of Confidentiality: Details the core confidentiality obligations, including how confidential information must be protected and stored

6. Permitted Disclosures: Specifies circumstances under which confidential information may be disclosed and to whom

7. Security Measures: Outlines required security measures for protecting confidential information

8. Return or Destruction of Confidential Information: Procedures for handling confidential information upon termination or request

9. Duration and Survival: Specifies how long the confidentiality obligations last and which provisions survive termination

10. Breach and Remedies: Details consequences of breach and available remedies including injunctive relief

11. Governing Law and Jurisdiction: Specifies Irish law as governing law and Irish courts' jurisdiction

Optional Sections

1. Data Protection Compliance: Required when confidential information includes personal data covered by GDPR

2. International Transfer Provisions: Required when confidential information may be transferred outside the EEA

3. Specific Industry Requirements: Additional provisions for regulated industries (e.g., financial services, healthcare)

4. Non-Solicitation: Optional restrictions on soliciting employees or customers, if relevant to the business relationship

5. Intellectual Property Rights: Additional provisions protecting IP rights when confidential information includes IP

6. Force Majeure: Provisions for unforeseen circumstances preventing compliance

7. Assignment and Succession: Rules about transferring rights under the agreement, particularly relevant for corporate transactions

8. Entire Agreement: Clause stating this document represents the entire agreement, useful in complex commercial relationships

Suggested Schedules

1. Schedule 1 - Description of Confidential Information: Detailed list or categories of information covered by the agreement

2. Schedule 2 - Authorized Recipients: List of individuals or roles permitted to access the confidential information

3. Schedule 3 - Security Protocols: Detailed security measures and procedures required for protecting the information

4. Schedule 4 - Destruction Procedures: Specific procedures for destroying or returning confidential information

5. Appendix A - Form of Confidentiality Undertaking: Template confidentiality agreement for authorized recipients to sign

Authors

Alex Denne

Head of Growth (Open Source Law) @ ��Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co

Relevant legal definitions

Clauses

Relevant Industries

Technology

Financial Services

Healthcare

Manufacturing

Professional Services

Research & Development

Biotechnology

Real Estate

Energy

Telecommunications

Education

Retail

Media & Entertainment

Construction

Pharmaceutical

Relevant Teams

Legal

Human Resources

Executive Leadership

Business Development

Research & Development

Finance

Operations

Information Technology

Procurement

Compliance

Risk Management

Corporate Development

Product Development

Strategic Planning

Innovation

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Legal Counsel

Human Resources Director

Business Development Manager

Project Manager

Research Director

Consultant

Investment Analyst

Operations Manager

Technical Lead

Product Manager

Procurement Manager

Strategic Partnership Manager

Innovation Director

Chief Technology Officer

Contract Administrator

Risk Manager

Compliance Officer

Find the exact document you need

Basic NDA Form

Standard Irish law non-disclosure agreement for protecting confidential business information and trade secrets.

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Let's create your Agreement Not To Disclose Confidential Information

Authors

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