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Indemnity Confidentiality Agreement Template for Ireland

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Key Requirements PROMPT example:

Indemnity Confidentiality Agreement

"I need an Indemnity Confidentiality Agreement under Irish law for a software development company sharing proprietary AI algorithms with a research institution, with specific provisions for data protection and research publication restrictions."

Document background
The Indemnity Confidentiality Agreement is essential for business relationships where parties need to share sensitive information while maintaining strong legal protections. This document is particularly relevant when the disclosing party requires both strict confidentiality obligations and specific recourse through indemnification if breaches occur. Governed by Irish law and compliant with EU regulations, it provides comprehensive protection for trade secrets, proprietary information, and other confidential material. The agreement is commonly used in commercial transactions, joint ventures, professional services engagements, and technology partnerships where significant intellectual property or sensitive business information needs to be protected. It includes detailed provisions for handling confidential information, specific indemnification obligations, and security requirements, making it suitable for high-value or high-risk information sharing scenarios.
Suggested Sections

1. Parties: Identification of the parties entering into the agreement, including their full legal names, registration numbers, and registered addresses

2. Background: Context of the agreement, including the purpose for sharing confidential information and the general relationship between the parties

3. Definitions: Detailed definitions of key terms including 'Confidential Information', 'Representatives', 'Permitted Purpose', and 'Losses'

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

5. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to representatives and as required by law

6. Security Measures: Specific measures required to protect confidential information from unauthorized access or disclosure

7. Indemnification: Detailed provisions regarding indemnification obligations, including scope of indemnity and process for claiming

8. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination or request

9. Term and Termination: Duration of the agreement and circumstances under which it can be terminated

10. General Provisions: Standard contractual provisions including governing law, jurisdiction, and entire agreement

Optional Sections

1. Data Protection: Additional provisions specifically addressing personal data protection under GDPR when confidential information includes personal data

2. Intellectual Property Rights: Provisions clarifying ownership and protection of IP rights when confidential information includes IP

3. Non-Competition: Restrictions on competitive activities when confidential information includes business-sensitive information

4. Insurance: Requirements for insurance coverage related to indemnification obligations

5. Audit Rights: Rights to audit compliance with confidentiality obligations for highly sensitive information

6. Publicity: Restrictions on public announcements or references to the relationship between the parties

7. Export Control: Specific provisions for international transfers of confidential information subject to export control regulations

Suggested Schedules

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

2. Schedule 2 - Authorized Representatives: List of representatives authorized to receive and handle confidential information

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

4. Schedule 4 - Approved Third Party Recipients: List of pre-approved third parties who may receive confidential information

5. Appendix A - Notice Requirements: Detailed procedures for providing notices under the agreement, including contact information

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions





























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Relevant Industries

Technology

Financial Services

Healthcare

Manufacturing

Professional Services

Research & Development

Pharmaceuticals

Telecommunications

Energy

Biotechnology

Legal Services

Information Technology

Consulting

Relevant Teams

Legal

Compliance

Risk Management

Information Security

Data Protection

Executive Leadership

Procurement

Commercial

Research and Development

Information Technology

Business Development

Operations

Relevant Roles

Chief Legal Officer

General Counsel

Legal Director

Compliance Officer

Risk Manager

Chief Executive Officer

Chief Technology Officer

Chief Information Officer

Business Development Director

Commercial Director

Procurement Manager

Contract Manager

Information Security Officer

Data Protection Officer

Research Director

Project Manager

Head of Operations

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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