A Data Sharing & Data License Agreement defines rights and restrictions for exchanging or licensing data assets. This playbook examines usage limitations, confidentiality, and indemnification for data misuse.
Why This Matters: Monitoring security compliance protects against data breaches, reduces regulatory risk, and ensures third-party vendors maintain required safeguards.
Negotiation strategy
If you're the Company A:
Ensure that the contract includes comprehensive security measures and audit rights. Negotiate for the ability to conduct both scheduled and unscheduled audits to verify compliance.
If you're the Company B:
Negotiate to limit the frequency and scope of audits to avoid operational disruptions. Ensure that any audit costs are shared or borne by the requesting party.
Essential elements
1
Security Measures
Industry-standard security protocols.
2
Audit Rights
Rights to verify compliance.
3
Third-Party Assessments
External compliance verification.
Action framework
ACCEPT
Propose edits if the security measures are outdated or insufficient.
EDIT
Reject if the clause does not allow for any audit rights.
ADD
Add language for specific industry compliance needs.
PRO TIP
Always ensure audit rights include access to relevant records and personnel.
Example clauses
FAVORABLE
Comprehensive Security Measures
"The parties agree to implement and maintain industry-standard technical and organizational security measures to protect the confidentiality, integrity, and availability of data. These measures shall include, but are not limited to, encryption, access controls, and regular security assessments."
NEUTRAL
Basic Audit Rights
"The Company may audit the security measures implemented by the other party upon reasonable notice."
UNFAVORABLE
Limited Audit Rights
"The Company may only audit security measures once per year, with prior approval from the Contractor."
Fallbacks
High-Risk Projects
For high-risk projects, ensure more frequent audits and enhanced security measures are included to mitigate potential threats.
Cross-Border Data Transfers
Include specific clauses addressing data protection and audit rights in jurisdictions with differing privacy laws.
Cloud Service Providers
Ensure the contract includes rights to audit cloud service providers' security measures and compliance with data protection standards.
FEATURED SOLUTIONS
Contract Email Agent
Self-service Al for instant contract review and markups.
Never leave your inbox. Effortless contract markups and summaries—delivered straight to your inbox. No signups, no apps, no plugins, no playbooks, no delays.
Import PDF. Redline on DocJuris. Export to Word. Save a day of work.
Import locked PDFs or Word docs and get work done with our world-class contract editing platform. Track your changes and comments and export seamlessly to MS Word without the headaches of clunky add-ins.
Markup clauses in seconds. See the reasoning, stay in control.
Negotiate with confidence using DocJuris’s AI-powered suggestions. Pick a suggested action to balance or lean specific terms in favor of a party. Or, quickly make a clause mutual or simpler with a single click without the back-and-forth.
Uncover opportunities and risks in your signed contracts.
Turn your contracts into structured insights. With Repository AI, DocJuris analyzes every imported agreement—so you always know what’s expiring, auto-renewing, or exposing risk. Total visibility, zero guesswork.
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.
Not another CLM
Tackle everything your team needs using existing IT without expensive consultants, outrageous user licensing fees, or complex coding. DocJuris takes on the heavy lift and delivers your requirements with its people, process, and technology.
See how DocJuris can automate your legal, procurement, and sales operations.
DocJuris is not a law firm or a substitute for an attorney or law firm. We cannot provide any kind of advice, explanation, opinion, or recommendation about possible legal rights, remedies, defenses, options,selection of forms or strategies.