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Business Broker NDA Template for England and Wales

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Key Requirements PROMPT example:

Business Broker NDA

"I need a Business Broker NDA for a potential sale of my manufacturing company to a competitor, with strict non-circumvention provisions and specific clauses about protecting customer lists and pricing information."

Document background
The Business Broker NDA is essential when confidential business information needs to be shared during sale negotiations. This agreement, governed by English and Welsh law, provides legal protection for sensitive commercial information, including financial data, customer lists, trade secrets, and operational details. It's particularly crucial in situations where business brokers are marketing businesses for sale and need to share confidential information with potential buyers while maintaining strict confidentiality.
Suggested Sections

1. Parties: Identification of the disclosing party (typically the business broker) and receiving party

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

3. Definitions: Key terms including 'Confidential Information', 'Permitted Purpose', 'Representatives'

4. Confidentiality Obligations: Core obligations regarding use and protection of confidential information

5. Permitted Disclosures: Circumstances under which confidential information can be shared

6. Return or Destruction: Obligations regarding confidential information after termination

7. Duration: Term of confidentiality obligations

8. Governing Law: Specification of English and Welsh law as governing law

Optional Sections

1. Data Protection: Additional provisions for GDPR compliance when personal data may be shared

2. Non-Solicitation: Optional restrictions on approaching employees or clients of the disclosing party

3. Non-Circumvention: Provisions preventing direct deals that bypass the broker when direct introductions are made

4. Intellectual Property: Additional provisions for protection of intellectual property rights when IP-sensitive information is shared

Suggested Schedules

1. Schedule 1 - Specified Information: Detailed list of confidential information covered by the agreement

2. Schedule 2 - Permitted Representatives: List of authorized individuals or roles who may access the confidential information

3. Schedule 3 - Security Measures: Required information security protocols and measures to be implemented

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions




















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Relevant Industries
Relevant Teams
Relevant Roles
Industries

Trade Secrets Regulations 2018: Primary legislation governing the protection of trade secrets and confidential business information in England and Wales

Data Protection Act 2018 and UK GDPR: Legislation governing the processing and protection of personal data, which may be relevant when confidential information includes personal data

Contract Law Common Law Principles: Fundamental principles of English contract law that govern the formation and enforcement of contractual obligations

Misuse of Private Information Laws: Legal framework protecting against the misuse of private information and establishing privacy rights

Faccenda Chicken Principles: Common law principles from Faccenda Chicken v Fowler [1987] case establishing tests for determining confidential information in employment context

Breach of Confidence Principles: Common law doctrine protecting against unauthorized disclosure of confidential information

Reasonable Restrictions Doctrine: Legal principle requiring that confidentiality restrictions must be reasonable in scope and duration

FCA Regulations: Financial Conduct Authority regulations applicable to regulated activities in business broking

Competition Law: Legal framework ensuring that confidentiality provisions do not unduly restrict competition

Business Protection from Misleading Marketing Regulations 2008: Legislation protecting businesses from misleading marketing practices, relevant for broker activities

Industry Association Guidelines: Relevant guidelines and standards set by business broker associations

Sector-Specific Regulations: Additional regulations specific to particular business sectors being brokered

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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