Acquisition Confidentiality Agreement Template for Canada

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Key Requirements PROMPT example:

Acquisition Confidentiality Agreement

"I need an Acquisition Confidentiality Agreement for a potential purchase of a Canadian tech company, with specific provisions for protecting source code and customer data, including clean team arrangements as we are competitors in the same market."

Document background
The Acquisition Confidentiality Agreement is a critical document used in the early stages of merger and acquisition discussions in Canada. It serves as the foundation for protecting confidential information exchanged during preliminary negotiations and due diligence processes. This agreement is essential before any detailed business information is shared between potential transaction parties and must comply with Canadian federal and provincial laws, including PIPEDA, securities regulations, and competition laws. The document typically precedes any formal purchase agreement and remains active even if the transaction doesn't proceed, ensuring continued protection of sensitive business information, trade secrets, customer data, and employee information. It's particularly important in the Canadian context where cross-border transactions are common and multiple regulatory frameworks may apply.
Suggested Sections

1. Parties: Identification of the disclosing party, receiving party, and any affiliated entities included in the agreement

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

3. Definitions: Definitions of key terms including 'Confidential Information', 'Representatives', 'Transaction', 'Evaluation Purpose'

4. Scope of Confidential Information: Detailed description of what constitutes confidential information in the M&A context

5. Confidentiality Obligations: Core obligations regarding use, disclosure, and protection of confidential information

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

7. Information Security Measures: Required procedures and standards for protecting confidential information

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

9. Non-Solicitation: Restrictions on soliciting employees, customers, or suppliers

10. Duration of Obligations: Time period for which confidentiality obligations remain in effect

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

12. General Provisions: Standard provisions including governing law, jurisdiction, and entire agreement

Optional Sections

1. Standstill Provisions: Used when the target company is public to prevent hostile takeover attempts

2. Non-Circumvention: Added when there's risk of the receiving party bypassing the disclosing party in the transaction

3. Reverse Due Diligence: Included when both parties will be exchanging confidential information

4. Data Privacy Compliance: Required when personal data will be included in the disclosed information

5. Anti-Trust Compliance: Needed when parties are competitors or in highly regulated industries

6. Securities Laws Compliance: Required when dealing with public companies or regulated securities

7. Clean Team Procedures: Used when competitors need to share competitively sensitive information

Suggested Schedules

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

2. Schedule B - Security Protocols: Detailed information security requirements and procedures

3. Schedule C - Data Room Rules: Rules and procedures for accessing and using the data room

4. Appendix 1 - Acknowledgment Form: Form to be signed by representatives accessing confidential information

5. Appendix 2 - Return/Destruction Certificate: Template certificate confirming return or destruction of confidential information

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 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

Healthcare

Real Estate

Energy

Mining

Retail

Telecommunications

Professional Services

Consumer Goods

Transportation

Agriculture

Construction

Entertainment

Relevant Teams

Legal

Corporate Development

Executive Leadership

Finance

Compliance

Information Security

Risk Management

Business Development

Strategy

Corporate Communications

Investment Relations

Human Resources

Information Technology

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

General Counsel

Corporate Development Director

M&A Director

Due Diligence Manager

Investment Banking Director

Legal Counsel

Privacy Officer

Compliance Manager

Corporate Secretary

Business Development Director

Strategy Director

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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