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General Confidentiality Agreement

General Confidentiality Agreement Template for United States

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Key Requirements PROMPT example:

General Confidentiality Agreement

"I need a General Confidentiality Agreement to protect sensitive technology information being shared with a potential investor during due diligence, starting March 2025, with special emphasis on protecting our AI algorithms and source code."

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Document background
The General Confidentiality Agreement is essential for businesses and individuals sharing sensitive information in the United States. This agreement provides legal protection for trade secrets, proprietary information, and other confidential materials, incorporating both federal and state-level protections. It's commonly used before business discussions, during employment, or in contractor relationships where sensitive information needs to be shared. The agreement defines the scope of confidential information, permitted uses, and consequences of unauthorized disclosure.
Suggested Sections

1. Parties: Identification of the disclosing and receiving parties with full legal names and addresses

2. Background: Context and purpose of the confidentiality agreement, including the nature of the relationship between parties

3. Definitions: Definition of key terms including 'Confidential Information', 'Trade Secrets', 'Representatives', and other relevant terminology

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

5. Permitted Uses: Specific authorized uses and purposes for which the confidential information may be used

6. Term and Termination: Duration of confidentiality obligations and circumstances for termination

7. Return of Information: Requirements and procedures for returning or destroying confidential information

Optional Sections

1. Non-Competition: Additional restrictions on competitive activities, used when protecting broader business interests

2. Non-Solicitation: Provisions preventing solicitation of employees or customers, included when protecting against poaching

3. Whistleblower Provisions: Immunity provisions for legitimate whistleblowing as required by the DTSA

4. Data Protection: Specific provisions for handling personal data or compliance with data protection laws

Suggested Schedules

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

2. Authorized Representatives: List of individuals or roles authorized to receive and handle confidential information

3. Security Protocols: Specific security measures and protocols required for protecting confidential information

Authors

Alex Denne

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

alex.den.21@genieai.co
Clauses

























Industries

Defend Trade Secrets Act (DTSA) 2016: Federal law providing protection for trade secrets and mandatory whistleblower immunity provisions that must be included in NDAs

Economic Espionage Act 1996: Federal legislation that criminalizes the theft of trade secrets

Federal Rules of Evidence: Federal rules governing the preservation and handling of trade secrets in legal proceedings

Uniform Trade Secrets Act (UTSA): State-level legislation adopted by most states defining trade secrets and misappropriation

State Employment Laws: State-specific regulations governing non-compete restrictions and at-will employment considerations

HIPAA: Healthcare industry-specific regulations governing confidential health information

Gramm-Leach-Bliley Act: Financial services industry-specific regulations concerning confidential financial information

SEC Regulations: Securities laws and insider trading provisions applicable to publicly traded companies

Term Limit Considerations: Legal requirements for reasonable duration, geographical scope, and scope of confidential information in NDAs

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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