Information Technology Non Disclosure Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Information Technology Non Disclosure Agreement

"I need an Information Technology Non Disclosure Agreement under Hong Kong law for my software development company that will be sharing our proprietary AI algorithms and source code with a potential client in the fintech sector, with special emphasis on data security and cross-border data transfer provisions."

Document background
This Information Technology Non Disclosure Agreement is essential for businesses sharing sensitive technical information, source code, system specifications, or other IT-related confidential data in Hong Kong. The document is structured to comply with Hong Kong's Personal Data (Privacy) Ordinance and common law principles while incorporating international best practices for technology-related confidentiality. It's particularly crucial for technology companies, service providers, and their clients engaging in technical collaborations, system integration projects, software development, or IT consulting services. The agreement includes specific provisions for digital asset protection, data security measures, and electronic information handling, making it suitable for modern technology business relationships in Hong Kong's dynamic IT sector.
Suggested Sections

1. Parties: Identification of the disclosing and receiving parties, including registered addresses and company details

2. Background: Context of the agreement, nature of the business relationship, and purpose of sharing confidential information

3. Definitions: Detailed definitions including 'Confidential Information', 'IT Systems', 'Trade Secrets', 'Intellectual Property Rights', and other key terms

4. Scope of Confidential Information: Specific types of information covered, particularly IT-related information such as source code, algorithms, databases, and technical specifications

5. Obligations of Receiving Party: Core confidentiality obligations, security measures, and handling requirements for confidential information

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees and professional advisors

7. Data Protection and Security: Specific measures required for protecting electronic data and IT systems

8. Term and Survival: Duration of the agreement and obligations that continue after termination

9. Return or Destruction of Confidential Information: Procedures for handling confidential information upon termination, including digital data deletion

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

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

Optional Sections

1. Source Code Protection: Additional provisions specifically for source code protection, used when software code will be shared

2. Cloud Services and Data Storage: Specific provisions for cloud-based services and data storage locations, used when cloud services are involved

3. Third Party Access: Provisions governing access by third-party contractors or service providers, used when external vendors are involved

4. Cross-Border Data Transfer: Provisions for international data transfers, used when parties operate in multiple jurisdictions

5. Reverse Engineering Prohibition: Specific prohibitions on reverse engineering software or systems, used for proprietary technology protection

6. Audit Rights: Rights to audit compliance with security measures, used for high-security requirements

7. Competition Restrictions: Non-compete provisions, used when sharing highly sensitive competitive information

8. Data Breach Notification: Procedures for handling and reporting data breaches, used for sensitive personal data

Suggested Schedules

1. Schedule 1 - Description of Confidential Information: Detailed list of specific types of confidential information covered

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

3. Schedule 3 - Security Protocols: Detailed technical and organizational security measures required

4. Schedule 4 - Data Handling Procedures: Specific procedures for handling different types of confidential information

5. Schedule 5 - Exit Procedures: Detailed procedures for return or destruction of confidential information

6. Appendix A - Technical Systems Overview: Description of IT systems and infrastructure covered by the agreement

7. Appendix B - Incident Response Plan: Procedures for handling security incidents and data breaches

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
Relevant Industries

Information Technology

Software Development

Cloud Computing

Cybersecurity

E-commerce

Financial Technology

Healthcare Technology

Manufacturing Technology

Telecommunications

Digital Media

Artificial Intelligence

Internet of Things

Digital Banking

Smart City Solutions

Enterprise Software

Relevant Teams

Legal

Information Technology

Information Security

Software Development

Cloud Infrastructure

Data Protection

Compliance

Digital Operations

Systems Integration

Research and Development

Technical Support

Project Management

Procurement

Enterprise Architecture

Relevant Roles

Chief Technology Officer

IT Director

Software Development Manager

System Architect

Chief Information Security Officer

Data Protection Officer

IT Project Manager

Technical Lead

DevOps Engineer

Cloud Solutions Architect

Information Security Manager

Legal Counsel

Compliance Officer

Chief Information Officer

IT Procurement Manager

Technology Consultant

Digital Transformation Manager

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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