Non Disclosure Agreement For Data Sharing Template for Germany

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Key Requirements PROMPT example:

Non Disclosure Agreement For Data Sharing

"I need a Non Disclosure Agreement For Data Sharing under German law for a research collaboration between our biotech company and a university, with specific provisions for handling genetic research data and ensuring GDPR compliance, to be effective from March 2025."

Document background
This Non-Disclosure Agreement For Data Sharing is essential for organizations engaged in sharing confidential information and data under German jurisdiction. It is particularly relevant in scenarios where organizations need to exchange sensitive business information, technical data, or personal data while ensuring compliance with German and EU regulations. The document incorporates requirements from the German Civil Code (BGB), Federal Data Protection Act (BDSG), Trade Secrets Act (GeschGehG), and the GDPR. It is designed to protect both the disclosing and receiving parties by establishing clear obligations regarding data handling, security measures, and confidentiality requirements. This template is specifically adapted for use under German law, providing appropriate contractual protections and enforcement mechanisms recognized by German courts.
Suggested Sections

1. Parties: Identification of the parties entering into the agreement, including full legal names, registration details, and addresses

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

3. Definitions: Definitions of key terms including Confidential Information, Personal Data, Data Protection Laws, Permitted Purpose

4. Scope of Confidential Information: Detailed description of what constitutes confidential information and data to be shared

5. Confidentiality Obligations: Core obligations regarding non-disclosure, protection, and permitted uses of confidential information

6. Data Protection Compliance: GDPR and BDSG compliance requirements, including legal basis for processing and data protection principles

7. Security Measures: Required technical and organizational measures for protecting confidential information and personal data

8. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees and advisors

9. Return or Destruction: Obligations regarding the return or destruction of confidential information upon termination

10. Term and Termination: Duration of the agreement and termination provisions

11. General Provisions: Standard contractual provisions including governing law, jurisdiction, and entire agreement

Optional Sections

1. Audit Rights: Optional provisions for auditing compliance with confidentiality and data protection obligations - recommended for high-sensitivity data

2. Breach Notification Process: Detailed procedures for notifying breaches - recommended when sharing sensitive personal data

3. Cross-Border Transfers: Provisions for international data transfers - required if data will be transferred outside the EU/EEA

4. Subprocessing: Terms governing the use of subprocessors - needed if either party may involve third parties in data processing

5. Insurance Requirements: Obligations to maintain specific insurance coverage - recommended for high-value or sensitive data

6. Contractual Penalties: Specific penalties for breach under German law (Vertragsstrafe) - optional but common in German NDAs

Suggested Schedules

1. Schedule 1 - Description of Data Sharing: Detailed description of the data to be shared, including categories, format, and transmission methods

2. Schedule 2 - Technical and Organizational Measures: Specific security measures required for protecting the confidential information and personal data

3. Schedule 3 - Authorized Personnel: List of authorized personnel or roles permitted to access the confidential information

4. Appendix A - Data Processing Terms: Detailed GDPR-compliant data processing terms if required by the nature of the data sharing

5. Appendix B - Standard Contractual Clauses: EU Standard Contractual Clauses if required for international data 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

Professional Services

Education

Pharmaceuticals

Automotive

Telecommunications

Energy

Retail

Insurance

Biotechnology

Relevant Teams

Legal

Compliance

Information Security

Data Protection

Information Technology

Risk Management

Research & Development

Business Development

Procurement

Operations

Corporate Affairs

Privacy Office

Relevant Roles

Chief Legal Officer

Data Protection Officer

Privacy Counsel

Compliance Manager

Information Security Manager

Chief Technology Officer

Chief Information Officer

Legal Counsel

Contract Manager

Business Development Manager

Research Director

Project Manager

IT Security Manager

Risk Manager

Chief Privacy Officer

Head of Compliance

General Counsel

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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