A Proprietary Information Contract is essential when parties need to share sensitive business, technical, or proprietary information while maintaining confidentiality. This contract type is commonly used in business negotiations, employment relationships, and collaborative ventures where protected information must be disclosed. Under U.S. jurisdiction, it provides legal remedies through both federal protection (DTSA) and state laws (UTSA), offering comprehensive safeguards against unauthorized disclosure or use of confidential information. The agreement typically defines protected information, establishes security protocols, and outlines the duration of confidentiality obligations.
Proprietary Information Contract for the United States
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Key Requirements PROMPT example:
Proprietary Information Contract
"I need a Proprietary Information Contract to protect sensitive technical information that will be shared with a potential investor during our Series A funding round in March 2025, specifically covering our AI algorithms and software architecture."
Your data doesn't train Genie's AI
You keep IP ownership of your information
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OR
1. Parties: Identification of the disclosing and receiving parties
2. Background: Context and purpose of the agreement
3. Definitions: Key terms including 'Confidential Information', 'Trade Secrets', 'Proprietary Information'
4. Scope of Confidential Information: Detailed description of what constitutes confidential information
5. Obligations of Receiving Party: Duties to maintain confidentiality and permitted uses
6. Term and Termination: Duration of confidentiality obligations and termination provisions
7. Return of Confidential Information: Requirements for returning or destroying confidential materials
1. Whistleblower Provisions: DTSA immunity notice, recommended for agreements with employees
2. Non-Competition Clause: Used when additional competitive restrictions are needed
3. Specific Industry Provisions: Added for regulated industries (healthcare, financial services)
4. International Transfer Provisions: Required if information may be transferred across borders
1. Schedule A - Specific Confidential Information: Detailed list of protected information types
2. Schedule B - Authorized Representatives: List of individuals authorized to receive confidential information
3. Schedule C - Security Protocols: Specific security measures required for information protection
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