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Data Confidentiality Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Data Confidentiality Agreement

"I need a Data Confidentiality Agreement for a Hong Kong fintech startup sharing sensitive trading algorithms with a potential investor, with extra provisions for source code protection and immediate termination rights if the investor engages with competing businesses."

Document background
The Data Confidentiality Agreement serves as a critical legal instrument for protecting sensitive information in business relationships under Hong Kong law. It is commonly used when parties need to share confidential information during business negotiations, joint ventures, employment relationships, or service engagements. The agreement ensures compliance with Hong Kong's Personal Data (Privacy) Ordinance and common law requirements while providing clear guidelines for handling confidential information. It typically covers various types of sensitive data including trade secrets, proprietary information, customer data, and technical knowledge, establishing specific obligations for their protection, permitted uses, and consequences of unauthorized disclosure. This document is particularly important in Hong Kong's business environment, where international commerce and data protection concerns intersect.
Suggested Sections

1. Parties: Identification and details of the parties entering into the agreement

2. Background: Context of the agreement and the relationship between the parties

3. Definitions: Detailed definitions of key terms, including 'Confidential Information', 'Authorized Personnel', 'Permitted Purpose'

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

5. Confidentiality Obligations: Core obligations regarding the protection, use, and non-disclosure of confidential information

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed and the process for such disclosure

7. Security Measures: Required security measures for protecting confidential information

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

9. Term and Termination: Duration of the agreement and circumstances for termination

10. Breach and Remedies: Consequences of breach and available remedies

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

Optional Sections

1. Data Privacy Compliance: Specific provisions relating to compliance with PDPO when confidential information includes personal data

2. Intellectual Property Rights: Provisions clarifying IP ownership and licenses when confidential information includes IP

3. Cross-border Data Transfer: Requirements for transferring confidential information outside Hong Kong

4. Audit Rights: Rights to audit compliance with confidentiality obligations

5. Insurance Requirements: Obligations to maintain specific insurance coverage for data breaches

6. Force Majeure: Provisions for handling confidentiality obligations during force majeure events

7. Subcontractors: Provisions governing the use of subcontractors and their confidentiality obligations

Suggested Schedules

1. Schedule 1 - Categories of Confidential Information: Detailed listing and classification of different types of confidential information covered

2. Schedule 2 - Authorized Personnel: List of personnel authorized to access confidential information

3. Schedule 3 - Security Protocols: Detailed technical and organizational security measures required

4. Schedule 4 - Data Processing Requirements: Specific requirements for processing confidential information that includes personal data

5. Appendix A - Form of Confidentiality Undertaking: Template confidentiality undertaking for authorized personnel

6. Appendix B - Data Breach Notification Procedure: Detailed procedure for handling and reporting data breaches

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions






























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Relevant Industries

Technology

Financial Services

Healthcare

Manufacturing

Professional Services

Biotechnology

Research & Development

Real Estate

Retail

Education

Telecommunications

Media & Entertainment

Energy

Legal Services

Pharmaceutical

Relevant Teams

Legal

Compliance

Information Technology

Human Resources

Information Security

Risk Management

Research & Development

Business Development

Operations

Procurement

Data Protection

Corporate Affairs

Executive Leadership

Relevant Roles

Chief Executive Officer

Chief Legal Officer

General Counsel

Data Protection Officer

Chief Information Security Officer

Chief Technology Officer

Human Resources Director

Compliance Manager

Legal Counsel

Information Security Manager

Privacy Officer

Risk Manager

Business Development Director

Project Manager

Research Director

IT Manager

Procurement Manager

Operations Director

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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