Confidentiality Deed

Confidentiality Deed Template for Ireland

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Key Requirements PROMPT example:

I need a Confidentiality Deed under Irish law for a technology startup sharing sensitive AI algorithms with a potential investor, with specific provisions for digital data protection and a clause preventing the investor from developing competing technology for 24 months after disclosure.

Document background

The Confidentiality Deed is essential in business relationships where sensitive information needs to be shared under Irish law. It is particularly useful in situations requiring heightened protection of confidential information, such as during due diligence processes, joint ventures, or strategic partnerships. This deed format provides additional legal protections compared to standard confidentiality agreements, including an extended limitation period for claims and no requirement for consideration. The document typically covers various types of confidential information including trade secrets, proprietary information, technical data, business strategies, and personal data subject to GDPR requirements. It is designed to comply with Irish legal requirements, including the Data Protection Act 2018 and the European Union (Protection of Trade Secrets) Regulations 2018.

Suggested Sections

1. Parties: Identifies and defines the parties to the deed, including their registered addresses and company details

2. Background: Sets out the context and purpose of the deed, including the nature of the relationship between the parties

3. Definitions: Defines key terms used throughout the deed, particularly 'Confidential Information', 'Permitted Purpose', and 'Representatives'

4. Confidentiality Obligations: Core section detailing the obligations to maintain confidentiality and permitted uses of confidential information

5. Security Measures: Specifies the required security measures for protecting confidential information

6. Return or Destruction of Confidential Information: Procedures for handling confidential information upon termination or request

7. Duration and Survival: Specifies the term of the deed and which provisions survive termination

8. Breach and Remedies: Details the consequences of breach and available remedies including injunctive relief

9. General Provisions: Standard boilerplate provisions including governing law, jurisdiction, and entire agreement

10. Execution: Formal execution blocks for signing as a deed

Optional Sections

1. Permitted Disclosures: Used when specific categories of permitted disclosures need to be detailed, such as to professional advisors or regulators

2. Data Protection: Required when confidential information includes personal data subject to GDPR

3. Intellectual Property Rights: Included when confidential information includes or relates to intellectual property

4. Non-Solicitation: Added when there's a need to prevent poaching of employees or clients

5. Assignment and Subcontracting: Included when either party may need to transfer rights or obligations

6. Third Party Rights: Required when rights need to be extended to group companies or representatives

7. Competition Law Compliance: Needed when parties are competitors or in regulated industries

Suggested Schedules

1. Schedule 1 - Description of Confidential Information: Detailed description or categories of information covered by the deed

2. Schedule 2 - Permitted Purpose: Detailed description of the permitted use of the confidential information

3. Schedule 3 - Security Requirements: Specific security measures and protocols required for protecting the information

4. Schedule 4 - Authorized Representatives: List of individuals authorized to receive and handle the confidential information

5. Appendix A - Form of Acknowledgment: Template for representatives to acknowledge confidentiality obligations

Authors

Alex Denne

Head of Growth (Open Source Law) @ ��Ƶ | 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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Basic NDA Form

Standard Irish law non-disclosure agreement for protecting confidential business information and trade secrets.

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Authors

Alex Denne

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