Data Disclosure Agreement Template for Germany

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Key Requirements PROMPT example:

Data Disclosure Agreement

"I need a Data Disclosure Agreement under German law for sharing clinical trial data with a research institution in Munich, with specific provisions for handling sensitive medical data and compliance with healthcare regulations, to be effective from March 2025."

Document background
A Data Disclosure Agreement is essential when organizations need to share sensitive, confidential, or personal data while ensuring compliance with German and EU data protection laws. This document is particularly relevant in the German business environment where strict data protection regulations apply under both the GDPR and BDSG. It should be used whenever one party needs to disclose data to another party for specific purposes such as service provision, research, or business collaboration. The agreement covers crucial aspects including data processing obligations, security measures, breach notification requirements, and confidentiality provisions. It's specifically designed to meet German legal requirements while providing a framework for secure and compliant data sharing between organizations.
Suggested Sections

1. Parties: Identification of the data discloser and recipient, including full legal names, registration details, and addresses

2. Background: Context of the agreement, purpose of data disclosure, and relationship between the parties

3. Definitions: Detailed definitions of key terms including 'Confidential Information', 'Personal Data', 'Processing', 'Technical Data' and other relevant terms

4. Scope and Purpose of Data Disclosure: Detailed description of what data will be disclosed and the specific permitted purposes for its use

5. Data Protection Obligations: GDPR and BDSG compliance requirements, including legal basis for processing, data subject rights, and security measures

6. Confidentiality Obligations: Obligations regarding data confidentiality, permitted uses, and protection requirements

7. Technical and Organizational Measures: Required security measures for data protection, including specific GDPR Article 32 requirements

8. Data Transfer and Processing: Rules for data handling, including any international transfers and sub-processor requirements

9. Breach Notification: Procedures and timelines for reporting data breaches or security incidents

10. Term and Termination: Duration of the agreement and conditions for termination

11. Return or Destruction of Data: Obligations regarding data handling upon termination

12. Liability and Indemnification: Allocation of risks and responsibilities between parties

13. Governing Law and Jurisdiction: Specification of German law application and jurisdiction for disputes

Optional Sections

1. Audit Rights: Optional section for when regular auditing of data handling practices is required, particularly relevant for sensitive data or regulated industries

2. Insurance Requirements: Optional section specifying required insurance coverage, relevant for high-risk data processing activities

3. Data Transfer to Third Countries: Required when data may be transferred outside the EU/EEA, including Standard Contractual Clauses

4. Specific Industry Compliance: Additional requirements for specific industries (e.g., healthcare, financial services)

5. Sub-processor Management: Detailed procedures for appointing and managing sub-processors, relevant when sub-processing is anticipated

6. Joint Controller Provisions: Required when parties act as joint controllers under GDPR Article 26

7. Service Levels: Optional section defining performance metrics and standards for data handling

Suggested Schedules

1. Schedule 1: Description of Data Processing: Detailed description of data categories, processing purposes, and data subjects

2. Schedule 2: Technical and Organizational Measures: Detailed specification of security measures and controls

3. Schedule 3: Authorized Sub-processors: List of approved sub-processors and their roles, if applicable

4. Schedule 4: Transfer Mechanisms: Details of mechanisms for international data transfers, including SCCs if needed

5. Schedule 5: Contact Points: List of key contacts for operational, technical, and legal matters

6. Appendix A: Data Fields and Categories: Specific listing of data fields and categories to be disclosed

7. Appendix B: Standard Contractual Clauses: EU SCCs if required for international transfers

Authors

Alex Denne

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

Relevant legal definitions
Relevant Industries

Technology

Healthcare

Financial Services

Manufacturing

Research & Development

Pharmaceuticals

Automotive

Energy

Telecommunications

Professional Services

Education

Insurance

Biotechnology

Consumer Goods

Industrial Manufacturing

Relevant Teams

Legal

Compliance

Information Security

IT

Data Protection

Risk Management

Operations

Research & Development

Business Development

Privacy

Information Governance

Procurement

Corporate Affairs

Relevant Roles

Data Protection Officer

Chief Privacy Officer

Legal Counsel

Compliance Manager

Information Security Manager

Chief Information Security Officer

IT Director

Chief Technology Officer

Risk Manager

Contract Manager

Privacy Manager

General Counsel

Chief Operating Officer

Project Manager

Business Development Manager

Research Director

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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