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PLAYBOOK TEMPLATES
Data Processing Agreement (DPA)
A DPA outlines obligations between data controllers and processors regarding the handling of personal data under privacy laws. This playbook discusses key terms including processing scope, security measures, and cross-border transfers.
Audit & Compliance Rights
Negotiation strategy
Negotiate for annual audits with reasonable notice to ensure compliance without disrupting operations. Emphasize the importance of confidentiality to protect sensitive information.
Limit audit frequency to bi-annual and ensure audits are non-intrusive. Insist on strict confidentiality to safeguard proprietary data.
Essential elements
1
Audit Frequency
Annual or bi-annual audits.
2
Notice Period
30 to 60 days' notice.
3
Confidentiality Protections
Safeguard audited information.
Action framework
ACCEPT
Propose edits if audit scope is too broad or lacks confidentiality terms.
EDIT
Reject if audits are excessively frequent or intrusive.
ADD
Add language for data protection in high-sensitivity scenarios.
PRO TIP
Always ensure audit clauses include clear confidentiality terms to protect sensitive data.
Real-world examples
FAVORABLE
Preferred Audit Clause
"The auditing party may conduct an audit of the other party's records and systems annually, with 30 days' notice, ensuring confidentiality of all information reviewed."
NEUTRAL
Fallback Audit Clause
"Audits may occur bi-annually, with 60 days' notice, focusing on compliance with this Agreement, under strict confidentiality."
UNFAVORABLE
Excessive Audit Rights
"The auditing party may conduct audits at any time without notice, accessing all records and systems."
Alternative scenarios & positions
For contracts involving high-sensitivity data, implement additional data protection measures and conduct audits by certified professionals.
Regulatory Compliance
In highly regulated industries, ensure audit clauses meet specific regulatory requirements to avoid penalties.
International Operations
Consider local laws and regulations when drafting audit clauses for international contracts to ensure compliance.
Technology & DataPlaybook Template (Pro both parties)
Access all other DocJuris Playbooks
Launch in days, not months
Unlike complex CLMs with long implementations and steep learning curves, DocJuris is built for speed and simplicity. We integrate with your workflow—whether connecting to a CLM or uploading agreements manually—so you're up and running in days, not months.
WEEK 1
CLM Readiness and Design
Our CX team works with you to understand your contracting challenges, prioritize key workflows, and identify the biggest impact areas. We build a tailored implementation plan that fits your needs.
WEEK 2
Install Module
We connect DocJuris to your contract repositories, set up admin and user accounts, and ensure your environment is ready for success.
WEEK 3
Deliver & Test
Your team builds initial playbooks, reviews existing clause libraries, and trains the DocJuris agent to align with your internal standards and negotiation positions.
WEEK 4
Launch
We support you in rolling out DocJuris to a pilot group or your full organization—with launch materials, training, and hands-on support to drive adoption from day one.
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