8
PLAYBOOK TEMPLATES
Credit Facility & Revolving Line Agreement
A Credit Facility & Revolving Line Agreement defines the terms for ongoing credit access between borrower and lender. This playbook reviews financial covenants, interest structures, and default remedies.
Confidentiality & Data Protection
Negotiation strategy
Ensure that confidentiality obligations are comprehensive and enforceable. Require the Contractor to implement industry-standard data protection measures and report any breaches immediately.
Negotiate for reasonable exceptions to confidentiality obligations, such as disclosures required by law. Ensure that data protection responsibilities are clearly defined and feasible.
Essential elements
1
Confidentiality Obligations
Maintain strict confidentiality standards.
2
Permitted Disclosures
Define exceptions to confidentiality.
3
Data Protection Compliance
Adhere to data protection laws.
Action framework
ACCEPT
Propose edits if confidentiality terms are too broad or vague.
EDIT
Reject if the clause lacks essential data protection measures.
ADD
Add clauses for jurisdiction-specific data protection requirements.
PRO TIP
Regularly review and update data protection clauses to align with evolving legal standards.
Real-world examples
FAVORABLE
Preferred Confidentiality Obligations
"The Receiving Party shall maintain in strict confidence all Confidential Information disclosed to it by the Disclosing Party. The Receiving Party shall not disclose such Confidential Information to any third party without the prior written consent of the Disclosing Party, except as required by law or as necessary to perform its obligations under this Agreement. The Receiving Party agrees to use the same degree of care to protect the Confidential Information as it uses to protect its own confidential information, but in no event less than a reasonable degree of care."
NEUTRAL
Permitted Disclosures
"The Receiving Party may disclose Confidential Information to its employees, agents, or subcontractors who have a need to know such information for the purpose of performing obligations under this Agreement, provided that such employees, agents, or subcontractors are bound by confidentiality obligations no less stringent than those contained herein. The Receiving Party shall be responsible for any breach of this Agreement by its employees, agents, or subcontractors."
UNFAVORABLE
Weak Data Protection Measures
"The Parties agree to use reasonable efforts to protect Personal Data, without specifying any particular standards or compliance requirements."
Alternative scenarios & positions
High-Risk Projects
In high-risk projects, enhance data protection measures and require more frequent audits to ensure compliance.
Cross-Border Data Transfers
For cross-border data transfers, ensure compliance with international data transfer regulations and include specific safeguards.
Third-Party Vendors
When involving third-party vendors, require them to adhere to the same data protection standards and include indemnity clauses for breaches.
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WEEK 1
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WEEK 2
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WEEK 3
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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
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