The Confidentiality Agreement Indemnity is essential in situations where parties need to share sensitive information while establishing clear liability frameworks. Under Singapore law, this document provides comprehensive protection by combining standard confidentiality provisions with specific indemnification clauses. It is particularly relevant for commercial transactions, joint ventures, or business negotiations where significant proprietary information needs to be shared, and the disclosing party requires additional protection against potential losses or damages arising from unauthorized disclosure.
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1. Parties: Identification of parties entering into the agreement, including full legal names and addresses
2. Background: Context of the agreement and purpose for sharing confidential information
3. Definitions: Key terms including 'Confidential Information', 'Indemnified Parties', 'Losses'
4. Confidentiality Obligations: Core obligations regarding handling and protection of confidential information
5. Indemnification: Scope and extent of indemnity provided, including covered losses and claims
6. Term and Termination: Duration of agreement and conditions for termination
7. Governing Law: Specification of Singapore law and jurisdiction
1. Security Measures: Specific security protocols required for handling sensitive technical or digital information
2. Return of Information: Procedures for returning or destroying confidential information when physical documents or media are involved
3. Insurance Requirements: Specific insurance coverage requirements for high-value information protection
4. Third Party Rights: Rights of third parties under the agreement when information belongs to or affects third parties
1. Schedule 1 - Description of Confidential Information: Detailed list or categories of confidential information covered
2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive confidential information
3. Schedule 3 - Security Protocols: Detailed security measures and procedures
4. Appendix A - Form of Acknowledgment: Template for acknowledging receipt of confidential information
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