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Mutual Non Disparagement Agreement
"I need a Mutual Non-Disparagement Agreement under German law for a technology startup and its departing co-founder, with special attention to social media restrictions and protection of intellectual property, to be effective from March 1, 2025."
1. Parties: Identification of all parties entering into the agreement, including their full legal names, addresses, and any relevant registration numbers
2. Background: Context of the agreement, including the relationship between the parties and the reason for entering into the non-disparagement agreement
3. Definitions: Clear definitions of key terms, especially 'disparagement', 'confidential information', and the scope of 'prohibited statements'
4. Non-Disparagement Obligations: Detailed mutual commitments regarding prohibited statements and behaviors, including specific examples of what constitutes disparagement
5. Permitted Disclosures: Exceptions to the non-disparagement obligations, including legal requirements, court orders, and regulatory compliance
6. Duration: Term of the agreement and whether obligations survive termination
7. Remedies and Enforcement: Consequences of breach, including available legal remedies and potential liquidated damages
8. Notices: Process for delivering formal communications between parties
9. General Provisions: Standard clauses including governing law, jurisdiction, entire agreement, and amendments
1. Mediation Clause: Optional provision for resolving disputes through mediation before litigation, recommended for business relationships
2. Social Media Provisions: Specific provisions regarding social media behavior and posts, particularly relevant for public figures or digital businesses
3. Third Party Rights: Provisions extending protection to related parties such as affiliates, employees, or family members
4. Severability: Clause ensuring survival of remaining provisions if parts are found invalid, particularly important in complex agreements
5. Confidentiality: Additional provisions regarding confidentiality of the agreement itself and any related matters, useful in sensitive situations
1. Schedule 1 - Protected Parties: List of additional parties protected by the agreement (e.g., affiliates, family members, employees)
2. Schedule 2 - Specific Prohibited Statements: Detailed examples of statements or actions that would constitute a breach
3. Schedule 3 - Communication Guidelines: Guidelines for public communications, particularly relevant for social media and press interactions
4. Appendix A - Notice Details: Detailed contact information and procedures for formal notices between parties
Authors
Affiliates
Business Day
Confidential Information
Disparagement
Effective Date
Group Companies
Intellectual Property
Parties
Protected Parties
Permitted Disclosures
Prohibited Statements
Representatives
Social Media
Term
Third Party
Working Hours
Written Notice
Material Breach
Enforcement Date
Governing Law
Jurisdiction
Public Statement
Company Property
Business Relationship
Regulatory Authority
Legitimate Business Purpose
Communication Channels
Definitions
Non-Disparagement Obligations
Scope of Agreement
Duration and Term
Permitted Disclosures
Confidentiality
Social Media and Public Communications
Enforcement
Remedies
Liquidated Damages
Notice Requirements
Third Party Rights
Assignment
Entire Agreement
Amendment
Severability
Force Majeure
Governing Law
Jurisdiction
Dispute Resolution
Waiver
Costs
Counterparts
Technology
Financial Services
Professional Services
Manufacturing
Media and Entertainment
Healthcare
Retail
Education
Consulting
Real Estate
Telecommunications
Start-ups
Legal
Human Resources
Executive Leadership
Communications
Public Relations
Corporate Affairs
Compliance
Risk Management
Employee Relations
Business Development
Chief Executive Officer
Human Resources Director
Legal Counsel
Chief Financial Officer
Board Member
Managing Director
Department Head
Senior Manager
Communications Director
Public Relations Manager
Operations Manager
Project Manager
Business Development Manager
Partnership Manager
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