This Due Diligence NDA is essential for protecting confidential information during corporate transactions under Irish law. It should be used when one party needs to disclose sensitive business information to another party for evaluation purposes, typically in mergers, acquisitions, investments, or significant commercial arrangements. The document ensures compliance with Irish data protection laws, including GDPR implementation, and the European Union (Protection of Trade Secrets) Regulations 2018. It includes specific provisions for handling commercial secrets, financial data, customer information, and intellectual property, while establishing clear protocols for information access, storage, and eventual return or destruction.
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Your data doesn't train Genie's AI
You keep IP ownership of your docs
Alternatively...
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 Entities
4. Confidentiality Obligations: Core obligations regarding the protection and non-disclosure of confidential information
5. Permitted Disclosures: Circumstances under which confidential information may be disclosed to representatives and advisors
6. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information after the due diligence process
7. Duration and Survival: Term of the agreement and surviving obligations
8. No Rights or Licenses: Clarification that no intellectual property rights are transferred
9. Remedies: Available remedies in case of breach, including injunctive relief
10. Governing Law and Jurisdiction: Specification of Irish law as governing law and jurisdiction for disputes
1. Data Protection Compliance: Specific provisions for GDPR compliance when personal data is involved
2. Inside Information: Special provisions for handling market-sensitive information if either party is publicly traded
3. Non-Solicitation: Restrictions on soliciting employees or customers, if relevant to the transaction
4. Standstill Provisions: Restrictions on acquiring shares or assets during the due diligence process
5. Anti-Trust Compliance: Specific provisions for handling competitively sensitive information
6. Clean Team Arrangements: Procedures for restricted access to highly sensitive commercial information
1. Schedule 1 - Scope of Due Diligence: Detailed description of the areas covered by the due diligence investigation
2. Schedule 2 - Authorized Representatives: List of individuals authorized to access confidential information
3. Schedule 3 - Security Protocols: Specific procedures for handling and storing confidential information
4. Schedule 4 - Data Room Rules: Procedures and rules for accessing and using the virtual data room
5. Appendix A - Form of Confidentiality Undertaking: Template confidentiality undertaking for representatives and advisors
Authors
Find the document you need
No items found.
Genie’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your data is private:
We do not train on your data; Genie’s AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
