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Confidentiality Agreement Indemnity
1. Parties: Identification of the parties entering into the agreement
2. Background: Context of the agreement and relationship between the parties
3. Definitions: Definitions of key terms, including 'Confidential Information', 'Permitted Purpose', and 'Losses'
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
6. Security Measures: Required security measures for protecting confidential information
7. Indemnification: Specific indemnification obligations and scope of coverage
8. Breach and Remedies: Consequences of breach and available remedies
9. Term and Survival: Duration of the agreement and provisions that survive termination
10. Governing Law and Jurisdiction: Specification of Danish law and jurisdiction
1. Return or Destruction of Confidential Information: Detailed procedures for handling confidential information upon termination, optional if covered briefly in main confidentiality section
2. Insurance Requirements: Specific insurance obligations to support indemnification, needed for high-value agreements
3. Third Party Rights: Rights of third parties under the agreement, needed if third party information is involved
4. Data Protection Compliance: GDPR compliance provisions, required if personal data is involved
5. Specific Industry Requirements: Industry-specific confidentiality requirements, needed for regulated industries
6. Alternative Dispute Resolution: Mediation or arbitration provisions, optional alternative to court jurisdiction
1. Schedule 1 - Categories of Confidential Information: Detailed list of types of confidential information covered
2. Schedule 2 - Authorized Recipients: List of individuals or roles authorized to receive confidential information
3. Schedule 3 - Security Protocols: Specific security measures and protocols to be followed
4. Schedule 4 - Indemnification Limits and Procedures: Detailed procedures for making indemnification claims and any applicable limits
5. Appendix A - Form of Confidentiality Undertaking: Template for confidentiality undertakings by authorized recipients
6. Appendix B - Information Classification Guidelines: Guidelines for classifying different types of confidential information
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