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Secret Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Secret Agreement

"I need a Secret Agreement for a Hong Kong software company sharing proprietary AI algorithms with a potential development partner in Singapore, with the agreement to start from March 1, 2025, and include strict technical data protection requirements."

Document background
The Secret Agreement is a crucial legal instrument used in Hong Kong business transactions where parties need to share sensitive or proprietary information while maintaining strict confidentiality. It is particularly relevant in scenarios such as business negotiations, due diligence processes, joint ventures, or consulting arrangements. The agreement defines what constitutes confidential information, establishes clear obligations for information protection, and outlines consequences for unauthorized disclosure. Following Hong Kong legal principles, it provides for both injunctive relief and damages as remedies for breach. The document should be used whenever parties anticipate exchanging sensitive information that requires protection beyond standard confidentiality clauses in commercial agreements.
Suggested Sections

1. Parties: Identification of all parties to the agreement, including full legal names and registered addresses

2. Background: Context of the agreement and relationship between the parties

3. Definitions: Detailed definitions of terms used, particularly 'Confidential Information', 'Permitted Purpose', and 'Authorized Representatives'

4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement

5. Confidentiality Obligations: Core obligations regarding handling and protection of confidential information

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed and to whom

7. Security Measures: Specific security measures required for protecting confidential information

8. Return or Destruction of Information: Obligations regarding the return or destruction of confidential information

9. Term and Survival: Duration of the agreement and which provisions survive termination

10. Breach and Remedies: Consequences of breach and available remedies including injunctive relief

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

Optional Sections

1. Non-Competition: Restrictions on competitive activities, used when confidential information could provide competitive advantage

2. Non-Solicitation: Restrictions on soliciting employees or customers, included when business relationships need protection

3. Intellectual Property Rights: IP ownership and licensing provisions, used when confidential information includes IP

4. Data Protection: Specific data protection obligations, required when personal data is involved

5. Assignment and Subcontracting: Rights to transfer obligations, included for complex commercial relationships

6. Insurance Requirements: Insurance obligations, included for high-value or high-risk information

7. Audit Rights: Rights to audit compliance, used for critical or highly sensitive information

Suggested Schedules

1. Schedule 1 - Specified Confidential Information: Detailed list or categories of confidential information covered

2. Schedule 2 - Authorized Representatives: List of individuals authorized to access confidential information

3. Schedule 3 - Security Protocols: Detailed security measures and protocols to be followed

4. Schedule 4 - Permitted Purpose: Detailed description of permitted uses of confidential information

5. Appendix A - Form of Confidentiality Undertaking: Template undertaking for authorized representatives to sign

6. Appendix B - Data Handling Procedures: Specific procedures for handling, storing, and disposing of confidential 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

Technology

Financial Services

Healthcare

Manufacturing

Research & Development

Professional Services

Biotechnology

Telecommunications

Energy

Defense

Media & Entertainment

Real Estate

Retail & Consumer Goods

Education

Relevant Teams

Legal

Compliance

Executive Leadership

Information Security

Research & Development

Corporate Development

Risk Management

Information Technology

Finance

Human Resources

Operations

Business Development

Intellectual Property

Strategy

Relevant Roles

Chief Executive Officer

Chief Legal Officer

General Counsel

Legal Director

Compliance Officer

Chief Technology Officer

Chief Financial Officer

Business Development Director

Research Director

Head of Innovation

Chief Operating Officer

Senior Legal Counsel

Corporate Secretary

Risk Manager

Information Security Officer

Project Manager

Investment Director

Mergers & Acquisitions Director

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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