Confidential Release Agreement Template for New Zealand

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Key Requirements PROMPT example:

Confidential Release Agreement

"I need a Confidential Release Agreement under New Zealand law for sharing proprietary software code with a potential technology partner, including provisions for automatic release of certain confidentiality obligations after March 2025 if specific development milestones are met."

Document background

The Confidential Release Agreement is essential in situations where parties need to share sensitive information while maintaining control over its use and disclosure, with provisions for specific releases from confidentiality obligations. This document is particularly relevant in New Zealand business contexts where organizations need to share proprietary information, trade secrets, or sensitive data with third parties for specific purposes, such as due diligence, joint ventures, or professional services. The agreement ensures compliance with New Zealand legal requirements, including the Privacy Act 2020 and relevant commercial laws, while providing flexibility for authorized disclosures and releases. It includes detailed provisions for information handling, security measures, and the specific circumstances under which releases from confidentiality obligations are permitted.

Suggested Sections

1. Parties: Identification and details of all parties to the agreement

2. Background: Context of the agreement, relationship between parties, and purpose of the confidential release

3. Definitions: Definitions of key terms including 'Confidential Information', 'Permitted Purpose', 'Representatives', and other relevant terms

4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement

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

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed and to whom

7. Release Terms: Specific terms and conditions under which the recipient is released from certain confidentiality obligations

8. Return or Destruction of Information: Requirements for handling confidential information after the permitted purpose is complete

9. Term and Survival: Duration of the agreement and which obligations survive termination

10. General Provisions: Standard contract clauses including governing law, jurisdiction, and entire agreement

Optional Sections

1. Security Measures: Specific security protocols required for protecting confidential information, included when dealing with sensitive technical or digital information

2. Intellectual Property Rights: Provisions addressing IP ownership and licenses, included when confidential information includes IP assets

3. Data Privacy Compliance: Specific provisions for compliance with privacy laws, included when personal information is involved

4. Publicity and Announcements: Rules regarding public statements about the relationship, included for high-profile or sensitive business relationships

5. Insurance Requirements: Specific insurance obligations, included when dealing with high-value or high-risk information

6. Dispute Resolution: Detailed dispute resolution procedures, included for complex or high-value agreements

7. Third Party Rights: Provisions regarding third party beneficiaries, included when other parties' interests need protection

Suggested Schedules

1. Schedule 1 - Description of Confidential Information: Detailed list or description of the specific confidential information covered by the agreement

2. Schedule 2 - Authorized Representatives: List of authorized representatives who may access or handle the confidential information

3. Schedule 3 - Security Protocols: Specific security measures and protocols for handling the confidential information

4. Appendix A - Form of Release Acknowledgment: Template form for acknowledging receipt and release of confidential information

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

alex.den.21@genieai.co

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Authors

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