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Security Non Disclosure Agreement
"I need a Security Non Disclosure Agreement for a cybersecurity consulting firm we're hiring in March 2025 to assess our banking infrastructure, with specific provisions for penetration testing and vulnerability assessment data protection."
1. Parties: Identification of the disclosing and receiving parties
2. Background: Context and purpose of the NDA
3. Definitions: Key terms including Confidential Information, Trade Secrets, etc.
4. Confidentiality Obligations: Core obligations regarding protection of confidential information
5. Permitted Uses: Allowed uses of confidential information
6. Term and Termination: Duration of the agreement and termination provisions
7. Return of Information: Requirements for returning or destroying confidential information
1. Non-Compete Provisions: Restrictions on competition (subject to state laws, only include when protection against competition is crucial and legally permissible)
2. Non-Solicitation: Restrictions on soliciting employees or customers, used when protecting business relationships is important
3. Whistleblower Provisions: DTSA-required immunity notices, mandatory when agreement involves employees or contractors
4. Data Privacy Compliance: Specific provisions for data protection, required when dealing with personal data or regulated industries
1. Schedule of Confidential Information: Detailed list of specific confidential information covered
2. Schedule of Authorized Representatives: List of individuals authorized to access confidential information
3. Security Protocols: Specific security measures required for protecting information
4. Incident Response Procedures: Steps to be taken in case of security breaches
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