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NDA Acquisition Template for Hong Kong

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Key Requirements PROMPT example:

NDA Acquisition

"I need an NDA Acquisition agreement for a potential tech company acquisition in Hong Kong, where we'll be sharing sensitive source code and customer data during due diligence, with special attention to data privacy compliance and protection of intellectual property."

Document background
The NDA Acquisition agreement is a crucial document used in the early stages of merger and acquisition transactions in Hong Kong. It is typically executed before detailed due diligence begins and substantial confidential information is shared between parties. The document is essential in Hong Kong's dynamic M&A landscape, where protection of sensitive business information is paramount. It should be customized to address specific aspects of Hong Kong law, including requirements under the Personal Data (Privacy) Ordinance, Securities and Futures Ordinance, and common law principles of confidentiality. The agreement is particularly important given Hong Kong's position as a major financial center and its role in facilitating both domestic and cross-border transactions.
Suggested Sections

1. Parties: Identification of the disclosing party (typically seller) and receiving party (typically buyer), including full legal names and registered addresses

2. Background: Context of the potential acquisition and purpose of the NDA

3. Definitions: Key terms including 'Confidential Information', 'Purpose', 'Representatives', 'Transaction' and 'Affiliate'

4. Scope of Confidential Information: Detailed description of what constitutes confidential information in the context of the potential acquisition

5. Permitted Use and Disclosure: Specifications on how confidential information can be used and to whom it can be disclosed

6. Obligations of Receiving Party: Core confidentiality obligations and standard of care required

7. Security Measures: Required procedures for protecting confidential information

8. Return or Destruction of Confidential Information: Procedures for handling confidential information if the transaction doesn't proceed

9. Duration and Survival: Term of the agreement and survival of obligations

10. Remedies: Available remedies in case of breach, including injunctive relief

11. General Provisions: Standard boilerplate including governing law, jurisdiction, entire agreement, etc.

Optional Sections

1. Non-Solicitation: Restrictions on soliciting employees or customers, often included when human capital or customer relationships are key to the transaction

2. Standstill Provisions: Restrictions on acquiring target company shares, typically included for listed company targets

3. Non-Circumvention: Prevents parties from bypassing each other in the transaction, important when intermediaries are involved

4. Anti-Money Laundering Compliance: Required for regulated industries or when dealing with financial institutions

5. Data Privacy Compliance: Specific provisions for handling personal data under Hong Kong's PDPO, necessary when personal data is involved

6. Securities Laws Compliance: Required when dealing with listed companies or regulated entities

7. Reverse Engineering Prohibition: Important when sharing technical information or trade secrets

8. Non-Compete: May be included when sharing highly sensitive competitive information

Suggested Schedules

1. Schedule 1 - Authorized Representatives: List of individuals authorized to receive and handle confidential information

2. Schedule 2 - Security Protocols: Detailed security measures and procedures for handling confidential information

3. Schedule 3 - Excluded Information: Specific categories of information explicitly excluded from confidentiality obligations

4. Appendix A - Form of Confidentiality Undertaking: Template for confidentiality undertaking to be signed by representatives

5. Appendix B - Data Room Rules: If applicable, rules governing access to and use of virtual or physical data rooms

6. Appendix C - Clean Team Protocols: If applicable, protocols for handling commercially sensitive information

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
































Clauses






























Relevant Industries

Financial Services

Technology

Manufacturing

Real Estate

Healthcare

Retail

Professional Services

Energy

Telecommunications

Media & Entertainment

Consumer Goods

Infrastructure

Education

Logistics

Hospitality

Relevant Teams

Legal

Finance

Corporate Development

Mergers & Acquisitions

Compliance

Risk Management

Information Security

Executive Leadership

Business Development

Strategy

Corporate Secretariat

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Corporate Development Director

Investment Banking Director

M&A Manager

Due Diligence Manager

Legal Counsel

Compliance Officer

Business Development Director

Strategy Director

Finance Director

Company Secretary

Risk Manager

Information Security Officer

Industries







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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