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Basic Non Disclosure Agreement
"I need a Basic Non-Disclosure Agreement under Hong Kong law for a potential joint venture with a technology company, where we'll be sharing sensitive product development information and customer data starting from March 2025."
1. Parties: Identification and details of the parties entering into the NDA
2. Background: Context of the agreement and purpose for sharing confidential information
3. Definitions: Key terms used in the agreement, particularly the definition of 'Confidential Information'
4. Confidentiality Obligations: Core obligations regarding non-disclosure, protection, and use of confidential information
5. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees and advisors
6. Term and Survival: Duration of the agreement and survival of obligations after termination
7. Return or Destruction of Confidential Information: Requirements for handling confidential information upon termination or request
8. Remedies: Available remedies in case of breach, including injunctive relief
9. General Provisions: Standard provisions including governing law, jurisdiction, and entire agreement
1. Security Measures: Specific security protocols required for protecting confidential information, recommended for technical or highly sensitive information
2. Non-Solicitation: Restrictions on soliciting employees or customers, useful when parties are competitors or in sensitive business relationships
3. Non-Competition: Restrictions on competitive activities, recommended when sharing highly sensitive business information
4. Intellectual Property Rights: Clarification of IP ownership and rights, important when confidential information includes IP
5. Data Privacy Compliance: Specific obligations regarding personal data handling, necessary when confidential information includes personal data
6. Representatives and Warranties: Additional assurances from parties, useful in complex commercial relationships
7. Assignment and Succession: Rules for transferring rights under the agreement, important for corporate parties
1. Schedule 1 - Categories of Confidential Information: Detailed list or description of types of confidential information covered
2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive and handle confidential information
3. Schedule 3 - Security Protocols: Specific security measures and procedures required for protecting the confidential information
4. Schedule 4 - Permitted Purpose: Detailed description of the specific purpose(s) for which confidential information may be used
Authors
Permitted Purpose
Permitted Recipients
Agreement
Business Day
Disclosing Party
Receiving Party
Effective Date
Representatives
Affiliate
Confidential Materials
Trade Secrets
Proprietary Information
Personal Data
Group
Authorized Personnel
Term
Disclosures
Security Requirements
Intellectual Property Rights
Technology
Financial Services
Manufacturing
Healthcare
Professional Services
Retail
Real Estate
Education
Media and Entertainment
Telecommunications
Biotechnology
Energy
Construction
Logistics
Research and Development
Legal
Human Resources
Business Development
Research and Development
Executive Leadership
Finance
Operations
Procurement
Information Technology
Sales
Strategy
Compliance
Product Development
Corporate Communications
Investment Relations
Chief Executive Officer
Business Development Manager
Legal Counsel
Human Resources Director
Project Manager
Research Scientist
Product Development Manager
Finance Director
Operations Manager
Procurement Manager
Technology Officer
Sales Director
Strategic Partnership Manager
Investment Analyst
Compliance Officer
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