This Corporate NDA is designed for use when companies need to share sensitive business information while ensuring legal protection under Austrian law. The agreement is particularly suitable for corporate transactions, business partnerships, or collaborative ventures where confidential information needs to be exchanged between organizations. It incorporates provisions compliant with the Austrian Trade Secrets Act (GeschGeG), GDPR requirements, and Austrian corporate law principles. The Corporate NDA covers various types of confidential information including trade secrets, technical know-how, business strategies, customer data, and proprietary information. It is structured to accommodate both bilateral and multilateral corporate relationships, making it suitable for use across different types of business arrangements while maintaining enforceability under Austrian jurisdiction.
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1. Parties: Identification of the contracting parties, including company registration details as required under Austrian law
2. Background: Context of the agreement and the business relationship between the parties
3. Definitions: Definitions of key terms, including 'Confidential Information', 'Representatives', 'Permitted Purpose', and 'Affiliated Companies'
4. Confidentiality Obligations: Core obligations regarding the protection and non-disclosure of confidential information
5. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees, advisors, and as required by law
6. Security Measures: Required measures for protecting confidential information, aligned with Austrian Trade Secrets Act requirements
7. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination or request
8. Term and Termination: Duration of the agreement and termination provisions
9. Breach and Remedies: Consequences of breach and available remedies, including injunctive relief
10. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and entire agreement
1. Data Protection: Specific GDPR compliance provisions, required when confidential information includes personal data
2. Intellectual Property Rights: Clarification of IP ownership and rights, needed when confidential information includes IP
3. Non-Solicitation: Restrictions on soliciting employees or customers, included when parties want additional business protection
4. Competing Activities: Restrictions on competitive activities, included when relevant to the business relationship
5. Third Party Rights: Rights of affiliated companies or other third parties to enforce the agreement
6. Insurance Requirements: Obligations to maintain specific insurance coverage, included for high-risk relationships
7. Export Control: Compliance with export control laws, needed when information may be subject to export restrictions
1. Schedule 1 - Specified Purpose: Detailed description of the permitted purpose for which confidential information may be used
2. Schedule 2 - Security Protocols: Specific security measures and protocols required for protecting confidential information
3. Schedule 3 - Authorized Representatives: List of authorized representatives who may access confidential information
4. Appendix A - Categories of Confidential Information: Detailed categorization of the types of confidential information covered
5. Appendix B - Affiliated Companies: List of affiliated companies covered by the agreement
Authors
Relevant legal definitions
Clauses
Relevant Industries
Technology
Manufacturing
Financial Services
Professional Services
Healthcare
Pharmaceuticals
Industrial
Automotive
Energy
Telecommunications
Real Estate
Construction
Consumer Goods
Media and Entertainment
Biotechnology
Software Development
Consulting
Research and Development
Relevant Teams
Legal
Compliance
Executive Leadership
Business Development
Research and Development
Human Resources
Finance
Information Technology
Operations
Procurement
Corporate Affairs
Risk Management
Strategic Planning
Innovation
Relevant Roles
Chief Executive Officer
Chief Legal Officer
General Counsel
Legal Director
Corporate Secretary
Business Development Manager
Chief Financial Officer
Project Manager
Research Director
Chief Technology Officer
Head of Innovation
Commercial Director
Procurement Manager
Human Resources Director
Chief Operating Officer
Compliance Officer
Risk Manager
Strategic Partnership Manager
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