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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.

Confidentiality Obligations

Why This Matters: Robust confidentiality provisions prevent unauthorized disclosures that could harm competitive positioning and undermine trust.

Negotiation strategy

If you're the Data Controller:

Ensure the confidentiality clause includes a clear definition of 'Confidential Information' and specifies the obligations of each party. Include a reasonable duration for confidentiality obligations post-termination.

If you're the Data Processor:

Negotiate for narrowly tailored exceptions to confidentiality obligations and ensure mutual benefits are emphasized in the clause.

Essential elements

1

Scope of Confidentiality

Defines what is confidential.
2

Duration of Obligations

Timeframe for confidentiality duties.
3

Exceptions to Confidentiality

Outlines permissible disclosures.

Action framework

ACCEPT

Propose edits if the clause lacks a clear definition of 'Confidential Information' or reasonable duration.

EDIT

Reject if the clause allows broad exceptions that undermine confidentiality.

ADD

Add language to cover jurisdiction-specific requirements if applicable.

PRO TIP

Always align confidentiality clauses with the company's strategic interests and risk management policies.

Real-world examples

FAVORABLE

Preferred Clause

"Each party agrees to maintain the confidentiality of all proprietary information disclosed by the other party, using the same degree of care as it uses to protect its own confidential information, but in no event less than a reasonable degree of care."
NEUTRAL

Fallback Clause

"Confidential information shall not be disclosed to any third party without the prior written consent of the disclosing party, except as required by law."
UNFAVORABLE

Broad Exception Clause

"Confidential information may be disclosed to any third party at the discretion of the receiving party."

Alternative scenarios & positions

In high-risk projects, confidentiality clauses should include stricter controls and monitoring to prevent leaks.

Cross-Border Transactions

Ensure compliance with international data protection laws and consider additional safeguards for cross-border data transfers.

Start-Up Collaborations

For start-ups, emphasize mutual benefits and ensure the clause supports innovation while protecting core IP.

Technology & DataPlaybook Template (Pro both parties )

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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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