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1. Parties: Identification of the parties entering into the NDA, including full legal names, addresses, and business registration details
2. Background: Context of the agreement, including the purpose of sharing confidential information and the business relationship between the parties
3. Definitions: Detailed definitions of key terms, especially 'Confidential Information', 'Authorized Representatives', 'Permitted Purpose', and other relevant terms
4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement
5. Obligations of Confidentiality: Core confidentiality obligations, including duty of care, non-disclosure, and permitted uses of confidential information
6. Authorized Disclosures: Circumstances under which confidential information may be disclosed, including to employees, advisors, or as required by law
7. Security Measures: Required security measures for protecting confidential information
8. Return or Destruction of Confidential Information: Obligations regarding the return or destruction of confidential information upon request or termination
9. Term and Termination: Duration of the agreement and termination provisions
10. Breach and Remedies: Consequences of breach and available remedies including injunctive relief
11. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, entire agreement, and amendments
1. Intellectual Property Rights: Section clarifying ownership and protection of IP rights, particularly relevant when sharing technical information or trade secrets
2. Data Privacy Compliance: Specific provisions addressing compliance with the Data Privacy Act of 2012, necessary when personal data may be included in confidential information
3. Non-Solicitation: Restrictions on soliciting employees or customers, relevant for competitive businesses
4. Residual Knowledge: Provisions addressing use of general knowledge and experience gained, important for professional services relationships
5. Export Control: Compliance with export control laws, necessary when dealing with international parties or regulated industries
6. Competition Law Compliance: Specific provisions ensuring compliance with Philippine Competition Act, important for competitors or in regulated industries
1. Schedule 1 - Authorized Representatives: List of authorized representatives from each party who may access confidential information
2. Schedule 2 - Security Protocols: Detailed security measures and protocols for handling confidential information
3. Schedule 3 - Permitted Purpose: Detailed description of the specific business purpose for which confidential information may be used
4. Appendix A - Form of Confidentiality Undertaking: Template confidentiality undertaking for employees or representatives who will access confidential information
Technology and Software
Manufacturing
Professional Services
Financial Services
Healthcare and Pharmaceuticals
Real Estate and Construction
Retail and Consumer Goods
Energy and Utilities
Telecommunications
Business Process Outsourcing
Research and Development
Consulting Services
Legal
Compliance
Procurement
Business Development
Research and Development
Executive Leadership
Operations
Finance
Information Technology
Corporate Affairs
Risk Management
Strategic Planning
Chief Executive Officer
Chief Legal Officer
General Counsel
Business Development Manager
Contract Manager
Procurement Manager
Project Manager
Research and Development Director
Chief Technology Officer
Chief Financial Officer
Operations Manager
Compliance Officer
Corporate Secretary
Investment Manager
Strategic Partnership Manager
Vendor Relations Manager
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