Standard Non Disclosure Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Standard Non Disclosure Agreement

I need a Standard Non-Disclosure Agreement governed by Hong Kong law for a potential joint venture with a technology company, with specific provisions for protecting software source code and customer data, to be effective from March 1, 2025.

Document background
This Standard Non-Disclosure Agreement is essential for businesses and individuals operating under Hong Kong jurisdiction who need to protect confidential information during business discussions, negotiations, or ongoing relationships. The document is commonly used before entering into detailed business discussions, during due diligence processes, or when engaging with contractors, employees, or business partners. It incorporates Hong Kong's common law principles and statutory requirements, particularly concerning data privacy, trade secrets, and contractual obligations. The agreement can be customized for various business contexts while maintaining its enforceability under Hong Kong law, making it suitable for both domestic and international business relationships where Hong Kong law governs the arrangement.
Suggested Sections

1. Parties: Identification of the disclosing and receiving parties, including full legal names and registered addresses

2. Background: Context of the agreement and purpose for sharing confidential information

3. Definitions: Key terms including 'Confidential Information', 'Representatives', 'Permitted Purpose', and other relevant definitions

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

5. Obligations of Confidentiality: Core confidentiality obligations, including non-disclosure, non-use, and security measures

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to representatives and as required by law

7. Term and Survival: Duration of the agreement and survival of obligations after termination

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

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

10. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and entire agreement

Optional Sections

1. Data Protection: Additional provisions for compliance with PDPO when personal data is involved

2. Intellectual Property Rights: Clarification of IP ownership and rights when confidential information includes IP

3. Non-Solicitation: Restrictions on soliciting employees or customers, if relevant to the business relationship

4. Export Control: Include when confidential information may be subject to export control regulations

5. Competition Law Compliance: Include when parties are competitors or information sharing could raise competition law concerns

6. Force Majeure: Include for long-term NDAs where external events might affect performance

7. Publicity: Restrictions on public announcements about the relationship or agreement

Suggested Schedules

1. Schedule 1 - Description of Permitted Purpose: Detailed description of the specific purpose for which confidential information may be used

2. Schedule 2 - Categories of Confidential Information: Detailed list or categories of information covered by the agreement

3. Schedule 3 - Security Measures: Specific security protocols and measures required for protecting confidential information

4. Schedule 4 - Authorized Representatives: List of individuals or roles authorized to receive confidential information

5. Appendix A - Information Handling Procedures: Detailed procedures for marking, storing, transmitting, and destroying confidential information

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

Financial Services

Manufacturing

Professional Services

Healthcare

Real Estate

Retail

Education

Telecommunications

Media and Entertainment

Biotechnology

Construction

Energy

Logistics and Transportation

Consumer Goods

Relevant Teams

Legal

Human Resources

Business Development

Research and Development

Executive Leadership

Procurement

Information Technology

Finance

Operations

Compliance

Corporate Development

Project Management

Investment

Product Development

Strategy

Relevant Roles

Chief Executive Officer

Chief Legal Officer

General Counsel

Legal Counsel

Business Development Manager

Human Resources Director

Project Manager

Procurement Manager

Research and Development Director

Investment Manager

Chief Technology Officer

Chief Financial Officer

Operations Manager

Contract Manager

Compliance 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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