7
PLAYBOOK TEMPLATES
Joint Venture Agreement
A Joint Venture Agreement defines the governance, contributions, and profit sharing between co-venturing entities. This playbook examines dispute resolution, management control, and exit provisions.
Confidentiality Obligations
Negotiation strategy
Ensure the clause includes comprehensive definitions and a reasonable duration. Advocate for clear guidelines on permitted disclosures and explicit return or destruction requirements.
Negotiate for a balanced confidentiality clause that protects sensitive information while allowing necessary operational disclosures. Ensure the duration aligns with business needs.
Essential elements
1
Definition of Confidential Information
Defines what is considered confidential.
2
Duration of Obligations
Specifies how long confidentiality lasts.
3
Permitted Disclosures
Outlines who can access information.
Action framework
ACCEPT
Propose edits if the duration is too short or if definitions are unclear.
EDIT
Reject if the clause lacks essential protections or is overly restrictive.
ADD
Add language to cover specific business needs or regulatory requirements.
PRO TIP
Always ensure the confidentiality clause is tailored to the specific transaction context and aligns with industry standards.
Real-world examples
FAVORABLE
Preferred Confidentiality Clause
"Confidential Information" means any information disclosed by one party to the other party, either directly or indirectly, in writing, orally, or by inspection of tangible objects, including without limitation documents, prototypes, samples, and the like, which is designated as "Confidential," "Proprietary," or some similar designation. Confidential Information shall not, however, include any information which (i) is or becomes publicly known and generally available in the public domain through no fault of the receiving party; (ii) is already in the possession of the receiving party at the time of disclosure; (iii) is obtained by the receiving party from a third party without a breach of such third party's obligations of confidentiality; or (iv) is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information."
NEUTRAL
Adjusted Duration Clause
"The receiving party shall protect the confidentiality of the Confidential Information for a period agreed upon by the parties, ensuring it provides sufficient protection."
UNFAVORABLE
Lack of Return Requirements
"The receiving party may retain copies of Confidential Information without any obligation to return or destroy them."
Alternative scenarios & positions
High-Risk Projects
In high-risk projects, confidentiality obligations may need to be more stringent, with longer durations and stricter access controls to protect sensitive data.
Cross-Border Transactions
For cross-border transactions, consider additional legal requirements and data protection laws that may impact confidentiality obligations.
Joint Ventures
In joint ventures, ensure mutual confidentiality obligations are clearly defined to protect shared proprietary information.
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