Acquisition Confidentiality Agreement Template for India

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Key Requirements PROMPT example:

Acquisition Confidentiality Agreement

"I need an Acquisition Confidentiality Agreement for a potential tech company acquisition in India, with specific provisions for protecting source code and customer data, and including clean team protocols as we're acquiring a competitor."

Document background
The Acquisition Confidentiality Agreement is a crucial preliminary document in any M&A transaction under Indian law, typically executed before detailed due diligence begins. It serves as the foundation for protecting sensitive business information exchanged during the evaluation of a potential acquisition or merger. This document is essential in India's dynamic M&A landscape, where cross-border transactions and domestic consolidations are increasingly common. It must comply with Indian corporate laws, SEBI regulations (for listed companies), and information technology laws while incorporating international best practices. The agreement typically precedes other transaction documents and remains relevant throughout the deal lifecycle, from initial discussions through closing and beyond.
Suggested Sections

1. Parties: Identification of the disclosing party, receiving party, and any parent companies or guarantors

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

3. Definitions: Definitions of key terms including 'Confidential Information', 'Representatives', 'Purpose', 'Transaction' and other relevant terms

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

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

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

7. Information Security Measures: Required measures for protecting and securing confidential information

8. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information after termination or upon request

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

10. Non-Circumvention: Restrictions on using information to compete or circumvent the disclosing party

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

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

Optional Sections

1. Standstill Provisions: Used when the target is a public company to prevent unauthorized stock purchases or takeover attempts

2. Non-Solicitation of Employees: Include when there's risk of talent poaching during the due diligence process

3. Public Announcements: Required for deals involving listed companies or where public disclosure is regulated

4. Exclusivity/No-Shop: Optional provision preventing the target from seeking other buyers for a specified period

5. Data Privacy Compliance: Detailed section needed when personal data or sensitive personal data will be shared

6. Anti-trust Compliance: Required when dealing with competitors or in regulated industries

7. Deal Team Restrictions: Used to limit which personnel can access information in Chinese Wall situations

8. Securities Law Compliance: Required when either party is publicly traded

Suggested Schedules

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

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

3. Schedule 3 - Excluded Information: List of specific information excluded from confidentiality obligations

4. Appendix A - Form of Confidentiality Undertaking: Template undertaking to be signed by representatives accessing confidential information

5. Appendix B - Data Room Rules: Rules and procedures for accessing and using the data room if applicable

6. Appendix C - Clean Team Protocol: Protocols for handling commercially sensitive information, if applicable

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

Technology

Manufacturing

Financial Services

Healthcare

Real Estate

Retail

Telecommunications

Energy

Infrastructure

Pharmaceuticals

E-commerce

Automotive

Consumer Goods

Media and Entertainment

Professional Services

Relevant Teams

Legal

Corporate Development

Finance

Executive Leadership

Mergers & Acquisitions

Business Development

Compliance

Risk Management

Information Security

Strategy

Corporate Secretarial

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Corporate Development Director

M&A Director

Business Development Manager

Investment Banker

Legal Counsel

Due Diligence Manager

Integration Manager

Corporate Secretary

Risk Manager

Compliance Officer

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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