Template:Confi basic structure: Difference between revisions
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===Basic structure of a [[non-disclosure agreement]]=== | ===Basic structure of a [[non-disclosure agreement]]=== | ||
'''Who is who?''' <br> | '''Who is who?''' <br> | ||
Who is disclosing, who is receiving, or is it mutual? <br> | *Who is disclosing, who is receiving, or is it mutual? <br> | ||
'''What is the {{confiprov|Confidential information}}?'''<br> | '''What is the {{confiprov|Confidential information}}?'''<br> | ||
What counts as {{confiprov|confidential information}}, and what doesn’t? (Usually things which (a) are in the public domain; or (b) the {{confiprov|receiver}} already knew; or (c) the {{confiprov|receiver}} obtained elsewhere, or (d) the {{confiprov|receiver}} develops independently). | *What counts as {{confiprov|confidential information}}, and what doesn’t? (Usually things which (a) are in the public domain; or (b) the {{confiprov|receiver}} already knew; or (c) the {{confiprov|receiver}} obtained elsewhere, or (d) the {{confiprov|receiver}} develops independently). | ||
'''{{confiprov|Purpose}}'''<br> | '''{{confiprov|Purpose}}'''<br> | ||
''Why'' are you disclosing the {{confiprov|confidential information}}? What is the [[project]]?<br> | *''Why'' are you disclosing the {{confiprov|confidential information}}? What is the [[project]]?<br> | ||
'''Who can the receiver share {{confiprov|confidential information}} with?''' <br> | '''Who can the receiver share {{confiprov|confidential information}} with?''' <br> | ||
Which of the {{confiprov|receiver}}’s personnel? Are any external personnel allowed to have it, and on what terms? | *Which of the {{confiprov|receiver}}’s personnel? Are any external personnel allowed to have it, and on what terms? <be> | ||
'''The {{confiprov|confidentiality | '''The {{confiprov|confidentiality obligation}} itself''' <br> | ||
Usually to keep the {{confiprov|confidential information}} (and the [[project]] itself) confidential, maintain information barriers etc, to use it only for the permitted {{confiprov|purpose}} and to return (or destroy) it at the end of the [[project]]. | *Usually to keep the {{confiprov|confidential information}} (and the [[project]] itself) confidential, maintain information barriers etc, to use it only for the permitted {{confiprov|purpose}} and to return (or destroy) it at the end of the [[project]]. | ||
'''When can the {{confiprov|receiver}} disclose {{confiprov|confidential information}}, and to whom, ''beyond the {{confiprov|project}}'''''? <br> | '''When can the {{confiprov|receiver}} disclose {{confiprov|confidential information}}, and to whom, ''beyond the {{confiprov|project}}'''''? <br> | ||
Usually on a regulator’s request, during dispute resolution, and there may be some conditions | *Usually on a regulator’s request, during dispute resolution, and there may be some conditions | ||
'''How long does the confidentiality obligation last?'''<br> | '''How long does the confidentiality obligation last?'''<br> | ||
'''Other'''<br> | '''Other'''<br> | ||
Representations and warranties? Governing law? And for God’s sake WHATEVER YOU DO DON’T FORGET THE [[Counterparts|COUNTERPARTS]] CLAUSE. | *Representations and warranties? Governing law? And for God’s sake WHATEVER YOU DO DON’T FORGET THE [[Counterparts|COUNTERPARTS]] CLAUSE. | ||
Revision as of 19:11, 10 March 2021
Basic structure of a non-disclosure agreement
Who is who?
- Who is disclosing, who is receiving, or is it mutual?
What is the Confidential information?
- What counts as confidential information, and what doesn’t? (Usually things which (a) are in the public domain; or (b) the receiver already knew; or (c) the receiver obtained elsewhere, or (d) the receiver develops independently).
- Why are you disclosing the confidential information? What is the project?
Who can the receiver share confidential information with?
- Which of the receiver’s personnel? Are any external personnel allowed to have it, and on what terms? <be>
The confidentiality obligation itself
- Usually to keep the confidential information (and the project itself) confidential, maintain information barriers etc, to use it only for the permitted purpose and to return (or destroy) it at the end of the project.
When can the receiver disclose confidential information, and to whom, beyond the project?
- Usually on a regulator’s request, during dispute resolution, and there may be some conditions
How long does the confidentiality obligation last?
Other
- Representations and warranties? Governing law? And for God’s sake WHATEVER YOU DO DON’T FORGET THE COUNTERPARTS CLAUSE.