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.
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Key Requirements PROMPT example:
Due Diligence Confidentiality Agreement
I need a Due Diligence Confidentiality Agreement under Danish law for a potential acquisition of a healthcare technology company, with special provisions for handling patient data and additional clauses for clean team arrangements as both parties are competitors in the Nordic market.
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
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
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
Authors
Relevant legal definitions
Confidential Information
Permitted Purpose
Authorized Representatives
Affiliated Companies
Personal Data
Trade Secrets
Business Day
Confidentiality Period
Data Room
Disclosing Party
Receiving Party
Group
Inside Information
Representatives
Security Measures
Transaction
Clean Team
Permitted Disclosees
Professional Advisers
Evaluation Material
Project
Discussions
Due Diligence Investigation
Compliance Requirements
Competition Laws
Agreement
Control
Governing Law
Data Protection Laws
Information Security Requirements
Permitted Purpose
Authorized Representatives
Affiliated Companies
Personal Data
Trade Secrets
Business Day
Confidentiality Period
Data Room
Disclosing Party
Receiving Party
Group
Inside Information
Representatives
Security Measures
Transaction
Clean Team
Permitted Disclosees
Professional Advisers
Evaluation Material
Project
Discussions
Due Diligence Investigation
Compliance Requirements
Competition Laws
Agreement
Control
Governing Law
Data Protection Laws
Information Security Requirements
Clauses
Confidentiality
Data Protection
Information Security
Access Rights
Permitted Use
Return of Information
Non-Disclosure
Trade Secrets
Inside Information
Competition Law
Term and Termination
Breach and Remedies
Governing Law
Jurisdiction
Assignment
Third Party Rights
Entire Agreement
Severability
Force Majeure
Notices
Amendments
Survival
Non-Solicitation
Public Announcements
Costs
Electronic Execution
Counterparts
Data Protection
Information Security
Access Rights
Permitted Use
Return of Information
Non-Disclosure
Trade Secrets
Inside Information
Competition Law
Term and Termination
Breach and Remedies
Governing Law
Jurisdiction
Assignment
Third Party Rights
Entire Agreement
Severability
Force Majeure
Notices
Amendments
Survival
Non-Solicitation
Public Announcements
Costs
Electronic Execution
Counterparts
Relevant Industries
Financial Services
Technology
Manufacturing
Healthcare
Real Estate
Energy
Retail
Professional Services
Transportation
Telecommunications
Media & Entertainment
Consumer Goods
Industrial
Life Sciences
Infrastructure
Relevant Teams
Legal
Mergers & Acquisitions
Corporate Development
Finance
Compliance
Risk Management
Information Security
Data Protection
Strategy
Business Development
Executive Leadership
Investment
Relevant Roles
Chief Executive Officer
Chief Financial Officer
General Counsel
Legal Director
Head of M&A
Investment Director
Corporate Development Manager
Due Diligence Manager
Compliance Officer
Risk Manager
Business Development Director
Strategy Director
Information Security Officer
Data Protection Officer
Transaction Manager
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