Supplier Confidentiality Agreement for Hong Kong

Supplier Confidentiality Agreement Template for Hong Kong

A comprehensive legal agreement governed by Hong Kong law that establishes confidentiality obligations between a company and its supplier. This document sets out the terms under which confidential information will be shared, protected, and managed throughout the supplier relationship. It incorporates Hong Kong's legal requirements for data protection and confidentiality, including compliance with the Personal Data (Privacy) Ordinance where applicable. The agreement defines confidential information, establishes security requirements, outlines permitted uses, and specifies remedies for breach, all within the framework of Hong Kong's common law system.

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What is a Supplier Confidentiality Agreement?

This Supplier Confidentiality Agreement is essential for businesses operating in Hong Kong that need to share sensitive information with their suppliers while ensuring legal protection. The document is typically used before commencing detailed supplier negotiations or engaging in business relationships that involve access to proprietary information, trade secrets, customer data, or other confidential material. It complies with Hong Kong law, including relevant provisions of the Contracts Ordinance and Personal Data (Privacy) Ordinance, and incorporates common law principles of confidentiality. The agreement is particularly crucial in Hong Kong's dynamic business environment, where complex supply chains and international trade relationships require robust protection of confidential information.

What sections should be included in a Supplier Confidentiality Agreement?

1. Parties: Identifies and provides full details of the disclosing party and the receiving supplier

2. Background: Sets out the context of the relationship and purpose for sharing confidential information

3. Definitions: Defines key terms including 'Confidential Information', 'Permitted Purpose', 'Authorized Representatives', and other relevant terms

4. Scope of Confidential Information: Clearly defines what constitutes confidential information under the agreement

5. Confidentiality Obligations: Details the core obligations to maintain confidentiality and permitted uses of the information

6. Security Measures: Specifies required security measures for protecting confidential information

7. Permitted Disclosures: Outlines circumstances where disclosure is permitted and procedures for such disclosure

8. Return or Destruction of Confidential Information: Procedures for handling confidential information upon termination or request

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

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

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

What sections are optional to include in a Supplier Confidentiality Agreement?

1. Data Privacy Compliance: Specific obligations regarding personal data protection under PDPO - include when personal data will be shared

2. Intellectual Property Rights: Clarification of IP ownership and licenses - include when IP-sensitive information will be shared

3. Non-Solicitation: Prohibition on soliciting employees or customers - include for strategic supplier relationships

4. Digital Security Requirements: Specific requirements for digital security measures - include for digital information sharing

5. Audit Rights: Rights to audit supplier's compliance - include for high-risk or regulated relationships

6. Insurance Requirements: Specific insurance requirements for confidentiality breaches - include for high-value information

7. Cross-Border Data Transfers: Requirements for international data transfers - include when supplier is foreign or data will cross borders

What schedules should be included in a Supplier Confidentiality Agreement?

1. Schedule 1 - Description of Confidential Information: Detailed list or categories of confidential information covered by the agreement

2. Schedule 2 - Authorized Representatives: List of authorized personnel who may access the confidential information

3. Schedule 3 - Security Protocols: Detailed security requirements and protocols for handling confidential information

4. Schedule 4 - Approved Subcontractors: List of approved subcontractors who may access confidential information if applicable

5. Appendix A - Form of Acknowledgment: Template acknowledgment form for authorized representatives to sign

6. Appendix B - Data Breach Notification Procedure: Detailed procedure for notification and handling of potential 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

Jurisdiction

Hong Kong

Publisher

Genie AI

Document Type

Confirmation Letter

Sector

Sales

Cost

Free to use
Relevant Industries

Manufacturing

Technology

Financial Services

Healthcare

Retail

Professional Services

Telecommunications

Pharmaceuticals

Energy

Construction

Logistics

Research and Development

Consumer Goods

Electronics

Automotive

Relevant Teams

Legal

Procurement

Supply Chain

Vendor Management

Compliance

Risk Management

Information Security

Operations

Information Technology

Finance

Research & Development

Business Development

Project Management

Relevant Roles

Procurement Manager

Supply Chain Director

Legal Counsel

Chief Legal Officer

Vendor Management Specialist

Contract Manager

Chief Procurement Officer

Risk Management Officer

Compliance Officer

Operations Director

Chief Technology Officer

Information Security Manager

Data Protection Officer

Business Development Manager

Project 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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