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Non Disclosure Agreement Data Protection
"I need a Non Disclosure Agreement Data Protection to be used with our new cloud service provider based in Amsterdam, who will be processing customer data and providing AI-driven analytics services starting March 2025; the agreement must include provisions for international data transfers as they have data centers in Ireland."
1. Parties: Identification of the parties entering into the agreement, including registered addresses and company details
2. Background: Context of the agreement, relationship between parties, and purpose of sharing confidential information and personal data
3. Definitions: Definitions of key terms including Confidential Information, Personal Data, Processing, Data Controller, Data Processor, and other GDPR-specific terminology
4. Scope and Purpose of Processing: Clear definition of what information is covered and permitted purposes for data processing
5. Confidentiality Obligations: Core confidentiality provisions, including use restrictions, security measures, and standard of care
6. Data Protection Obligations: GDPR-specific obligations, including lawful processing, data minimization, and security measures
7. Security Measures: Technical and organizational measures required to protect confidential information and personal data
8. Data Breach Notification: Procedures and timeframes for reporting data breaches
9. Return or Destruction of Information: Requirements for handling confidential information and personal data 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
1. International Data Transfers: Required when personal data may be transferred outside the EEA, including requirements for adequate safeguards
2. Subprocessing: Include when the receiving party may need to engage subprocessors to handle the confidential information or personal data
3. Audit Rights: Include for agreements where regular audits of data protection compliance may be necessary
4. Insurance Requirements: Include when specific insurance coverage for data protection incidents is required
5. Intellectual Property Rights: Include when confidential information includes IP-sensitive materials
6. Employee and Contractor Obligations: Include when the receiving party needs to extend obligations to its staff
7. Competition Restrictions: Include when the confidential information relates to competitive business activities
1. Schedule 1 - Categories of Personal Data: Detailed list of personal data categories to be processed
2. Schedule 2 - Technical and Organizational Security Measures: Detailed description of required security measures and controls
3. Schedule 3 - Approved Subprocessors: List of pre-approved subprocessors if applicable
4. Schedule 4 - Data Processing Details: Detailed information about processing activities, including purpose, duration, and nature of processing
5. Appendix A - Contact Details: Contact information for key personnel, including Data Protection Officers and emergency contacts
6. Appendix B - Standard Contractual Clauses: If applicable, EU Standard Contractual Clauses for international data transfers
Authors
Authorised Recipients
Confidential Information
Controller
Data Protection Laws
Data Subject
Personal Data
Personal Data Breach
Processor
Processing
Special Categories of Personal Data
Technical and Organisational Measures
Third Party
Representatives
Permitted Purpose
Disclosing Party
Receiving Party
Affiliate
Business Day
Confidential Materials
Dutch Data Protection Authority
EEA
GDPR
Group
Information Security Incident
Intellectual Property Rights
Personnel
Professional Advisers
Security Requirements
Services
Standard Contractual Clauses
Subprocessor
Term
UAVG
Working Day
Data Protection
Security Measures
Data Processing
Information Handling
Breach Notification
Access Control
Data Transfer
Liability
Indemnification
Term and Termination
Return of Information
Audit Rights
Compliance
Representations and Warranties
Force Majeure
Assignment
Notices
Governing Law
Dispute Resolution
Entire Agreement
Severability
Amendment
Third Party Rights
Data Subject Rights
Subprocessing
International Transfer
Record Keeping
Information Technology
Healthcare
Financial Services
Professional Services
Research & Development
E-commerce
Telecommunications
Education
Insurance
Pharmaceuticals
Manufacturing
Human Resources Services
Marketing Services
Cloud Computing
Data Analytics
Legal
Compliance
Information Security
IT
Data Protection
Risk Management
Procurement
Human Resources
Operations
Information Management
Project Management
Business Development
Research & Development
Privacy Office
Vendor Management
Data Protection Officer
Privacy Officer
Legal Counsel
Compliance Manager
Information Security Manager
IT Director
Chief Technology Officer
Chief Information Security Officer
Risk Manager
Procurement Manager
Contract Manager
Project Manager
Business Development Manager
HR Director
Operations Manager
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