Due Diligence Confidentiality Agreement Template for Denmark

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Due Diligence Confidentiality Agreement

Document background

A Due Diligence Confidentiality Agreement is essential when one party needs to disclose sensitive business information to another party for evaluation purposes, typically in the context of a potential merger, acquisition, investment, or significant business transaction. This agreement, governed by Danish law, establishes the framework for protecting confidential information during the due diligence process, ensuring compliance with Danish legal requirements including data protection, trade secrets, and securities regulations. It addresses key aspects such as the scope of confidential information, permitted uses, security measures, and obligations regarding the return or destruction of information. The agreement is particularly important in Denmark where business privacy is highly valued and protected by specific legislation.

Suggested Sections

1. Parties: Identification of the disclosing party, receiving party, and any relevant affiliated entities

2. Background: Context of the due diligence process and purpose of the agreement

3. Definitions: Key terms including Confidential Information, Permitted Purpose, Representatives, and Affiliated Companies

4. Scope of Confidential Information: Detailed description of what constitutes confidential information and any exclusions

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

6. Permitted Disclosures: Circumstances under which confidential information may be shared with representatives and advisors

7. Data Protection Compliance: Obligations regarding personal data handling under Danish Data Protection Act and GDPR

8. Security Measures: Required procedures and systems for protecting confidential information

9. Return or Destruction of Information: Obligations regarding confidential information upon completion or termination

10. Duration and Survival: Term of the agreement and surviving obligations

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

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

Optional Sections

1. Inside Information Provisions: Additional provisions when target is a listed company or deal involves market-sensitive information

2. Reverse Due Diligence: Provisions for when both parties will exchange confidential information

3. Non-Solicitation: Restrictions on soliciting employees or customers, if relevant to the transaction

4. Standstill Provisions: Restrictions on acquiring securities or assets without consent, relevant for listed companies

5. Anti-Trust Compliance: Special provisions when parties are competitors or transaction has competition law implications

6. Assignment and Subcontracting: Terms for involving third-party service providers or assignees in the due diligence

7. External Communications: Rules regarding public announcements or communications about the potential transaction

Suggested Schedules

1. Schedule 1 - Scope of Due Diligence: Detailed description of the areas and information to be covered in the due diligence

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

3. Schedule 3 - Security Protocols: Specific technical and organizational measures required for information protection

4. Schedule 4 - Data Room Rules: Procedures and rules for accessing and using the virtual or physical data room

5. Schedule 5 - Clean Team Procedures: Protocols for handling particularly sensitive information, especially in competitor situations

6. Appendix A - Form of Confidentiality Undertaking: Template confidentiality agreement for representatives and advisors

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