The Discovery Confidentiality Agreement is essential for protecting sensitive business information during due diligence processes under Belgian law. It is typically used when one party needs to evaluate another company's business operations, financial records, intellectual property, and other confidential information for potential mergers, acquisitions, investments, or strategic partnerships. The agreement ensures compliance with Belgian legal requirements, including the Belgian Trade Secrets Act and data protection regulations, while facilitating necessary information sharing. It includes specific provisions for handling commercial secrets, personal data protection under GDPR, and establishes clear protocols for information access and security measures. This document is particularly crucial in Belgian business transactions as it provides legal remedies under local law while acknowledging EU-wide regulatory requirements.
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1. Parties: Identification of the disclosing and receiving parties, including registered addresses and company details as required under Belgian law
2. Background: Context of the potential transaction or relationship and purpose of the information exchange
3. Definitions: Key terms including 'Confidential Information', 'Permitted Purpose', 'Representatives', 'Affiliates', and 'Discovery Process'
4. Scope of Confidential Information: Detailed description of what constitutes confidential information, including explicit reference to trade secrets under Belgian Trade Secrets Act
5. Permitted Use and Disclosure: Specific permitted purposes for using the confidential information and conditions for disclosure to representatives
6. Security Measures: Required security measures for protecting confidential information, including GDPR-compliant data protection measures
7. Duration and Return of Information: Term of the agreement and obligations regarding return or destruction of confidential information
8. Non-Circumvention: Prohibition on using the information to circumvent the disclosing party in any business arrangements
9. Breaches and Remedies: Consequences of breach, including injunctive relief and compensation rights
10. General Provisions: Standard clauses including governing law, jurisdiction, entire agreement, and amendments
1. Non-Solicitation: Prevents solicitation of employees or customers, included when human capital protection is a concern
2. Standstill Provisions: Restricts share purchasing activities, included when the target is a public company
3. Data Protection Compliance: Detailed GDPR compliance provisions, required when personal data will be shared
4. Anti-Trust Compliance: Specific provisions ensuring compliance with competition laws, needed for competitors or in regulated industries
5. Clean Team Arrangements: Establishes a clean team for handling particularly sensitive information, used in competitor situations
6. Exclusivity: Prevents the disclosing party from sharing information with other potential partners, optional for exclusive negotiations
1. Schedule 1 - Authorized Representatives: List of individuals authorized to receive and handle confidential information
2. Schedule 2 - Security Protocols: Detailed security measures and protocols for handling confidential information
3. Schedule 3 - Data Room Rules: Rules and procedures for accessing and using the data room, if applicable
4. Appendix A - Confirmation of Destruction: Template certificate for confirming destruction of confidential information
5. Appendix B - Clean Team Protocol: Detailed procedures for clean team operation, if applicable
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