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This Two Way NDA is designed for situations where both parties need to share confidential information with each other while ensuring mutual protection under Irish law. It is commonly used during business negotiations, potential partnerships, joint ventures, or any collaborative discussions where sensitive information needs to be exchanged. The agreement covers various types of confidential information including trade secrets, business plans, technical data, customer information, and intellectual property, while ensuring compliance with Irish legislation including the Data Protection Act 2018, GDPR, and the European Communities (Protection of Trade Secrets) Regulations 2018. This document is particularly relevant for businesses operating in or with Irish entities, or those specifically choosing Irish law as their governing law for confidentiality arrangements.

1. Parties: Identification and details of both parties entering into the NDA

2. Background: Context of the agreement and purpose for sharing confidential information

3. Definitions: Definitions of key terms, especially 'Confidential Information', 'Representatives', 'Permitted Purpose'

4. Obligations of Confidentiality: Core mutual obligations regarding protection and non-disclosure of confidential information

5. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees and professional advisers

6. Return or Destruction of Confidential Information: Requirements for handling confidential information upon termination or request

7. Duration and Survival: Term of the agreement and which obligations survive termination

8. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, entire agreement

9. Execution: Signature blocks and execution formalities