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Indemnity Confidentiality Agreement
1. Parties: Identification of the parties entering into the agreement
2. Background: Context of the agreement and relationship between the parties
3. Definitions: Definitions of key terms, including 'Confidential Information', 'Permitted Purpose', and 'Representatives'
4. Confidentiality Obligations: Core obligations regarding protection and non-disclosure of confidential information
5. Permitted Disclosures: Circumstances under which confidential information may be disclosed
6. Security Measures: Required security measures for protecting confidential information
7. Indemnification: Specific indemnification obligations and process for claiming indemnification
8. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination
9. Term and Termination: Duration of the agreement and termination provisions
10. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for disputes
1. Data Protection Compliance: Specific provisions for GDPR compliance - include when personal data is involved
2. Intellectual Property Rights: Provisions clarifying IP ownership - include when confidential information includes IP
3. Representatives and Third Parties: Provisions governing disclosure to and obligations of representatives - include when third party access is anticipated
4. Insurance Requirements: Specific insurance obligations - include for high-value or high-risk situations
5. Audit Rights: Rights to audit compliance - include for complex or high-risk relationships
6. Specific Industry Compliance: Industry-specific compliance requirements - include based on sector (e.g., financial services, healthcare)
1. Schedule 1 - Specified Confidential Information: Detailed description or categories of confidential information covered
2. Schedule 2 - Permitted Purpose: Detailed description of the permitted use of confidential information
3. Schedule 3 - Security Measures: Specific security measures and protocols required
4. Schedule 4 - Authorized Representatives: List of authorized representatives who may access confidential information
5. Schedule 5 - Data Processing Terms: Detailed GDPR-compliant data processing terms if personal data is involved
Authors
Trade Secrets
Permitted Purpose
Authorized Representatives
Affiliate
Business Day
Disclosing Party
Receiving Party
Indemnified Parties
Losses
Claims
Breach
Disclosure
Personal Data
Security Measures
Representatives
Third Party
Intellectual Property Rights
Confidentiality Period
Excluded Information
Group Company
Force Majeure Event
Data Protection Laws
Professional Advisers
Permitted Disclosees
Related Persons
Proprietary Information
Technical Information
Commercial Information
Effective Date
Indemnification
Data Protection
Information Security
Permitted Use
Return of Information
Non-Disclosure
Intellectual Property
Term and Termination
Governing Law
Jurisdiction
Force Majeure
Assignment
Third Party Rights
Notices
Entire Agreement
Severability
Variation
Waiver
Remedies
Damages
Dispute Resolution
Compliance with Laws
Representatives and Personnel
Survival
Security Measures
Breach Notification
Audit Rights
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