2
PLAYBOOK TEMPLATES
Mutual Confidentiality (Non-Disclosure Agreement)
A Mutual NDA establishes reciprocal obligations to protect proprietary and confidential information. This playbook addresses definition scope, duration, and permitted disclosure exceptions.
Reps & Warranties
Negotiation strategy
Ensure all representations are accurate and supported by disclosure schedules. Negotiate to include specific indemnities for any known risks.
Limit representations to matters within the seller's knowledge and control. Use qualifiers like 'to the best of knowledge' to mitigate risk.
Essential elements
1
Disclosure Schedule
Details exceptions to reps.
2
Material Adverse Effect
Defines significant negative changes.
3
Indemnification
Compensation for breaches.
Action framework
ACCEPT
Propose edits when reps are too broad or not transaction-specific.
EDIT
Reject if reps are inaccurate or unsupported by facts.
ADD
Add language for industry-specific compliance or jurisdictional differences.
PRO TIP
Always cross-reference reps with disclosure schedules to ensure alignment and accuracy.
Real-world examples
FAVORABLE
Accurate Financial Statements
"The Seller represents and warrants that all financial statements provided are accurate and reflect the true financial condition of the company as of the date of this Agreement."
NEUTRAL
Standard Clause
"The Seller represents and warrants that all information provided is true, complete, and accurate as of the date of this Agreement."
UNFAVORABLE
Overbroad Representations
"The Seller represents and warrants that the company has no liabilities of any kind."
Alternative scenarios & positions
High-Risk Projects
In high-risk projects, ensure reps are detailed and include specific indemnities for identified risks.
Regulated Industries
Include reps for compliance with industry-specific regulations to mitigate regulatory risks.
Cross-Border Transactions
Address jurisdictional differences and ensure reps comply with laws in all relevant jurisdictions.
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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