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Vendor Non Disclosure Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Vendor Non Disclosure Agreement

"I need a Vendor Non Disclosure Agreement under Hong Kong law for a technology supplier who will be accessing our source code and customer database while providing maintenance services starting March 2025."

Document background
This Vendor Non Disclosure Agreement is essential for businesses operating in Hong Kong that need to protect their confidential information when engaging with vendors, suppliers, or service providers. The document becomes necessary before sharing any sensitive business information, trade secrets, technical specifications, or proprietary data with external parties. It is designed to comply with Hong Kong's common law system and relevant ordinances, providing comprehensive protection while remaining commercially practical. The agreement includes specific provisions for data protection, permitted uses, security measures, and breach remedies, making it suitable for both domestic Hong Kong operations and international vendor relationships where Hong Kong law governs. This template can be customized based on the nature of the vendor relationship, industry requirements, and sensitivity of the information being shared.
Suggested Sections

1. Parties: Identification of the disclosing party (typically the company) and receiving party (the vendor), including full legal names and registered addresses

2. Background: Context of the relationship between parties and purpose of sharing confidential information

3. Definitions: Definition of key terms, particularly 'Confidential Information', 'Permitted Purpose', and 'Representatives'

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

5. Obligations of Confidentiality: Core confidentiality obligations, including use restrictions and standard of care

6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees and professional advisors

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

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

9. Term and Survival: Duration of the agreement and survival of obligations post-termination

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

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

Optional Sections

1. Intellectual Property Rights: Specific provisions clarifying ownership and protection of IP rights - include when confidential information contains patentable inventions or proprietary technology

2. Data Privacy Compliance: Specific obligations regarding personal data protection - include when confidential information includes personal data

3. Non-Competition: Restrictions on competitive activities - include when vendor may gain competitive advantage from confidential information

4. Non-Solicitation: Restrictions on soliciting employees or customers - include when vendor will have access to employee or customer information

5. Audit Rights: Right to audit vendor's compliance - include for high-risk relationships or when handling particularly sensitive information

6. Insurance Requirements: Obligations to maintain specific insurance coverage - include when handling high-value confidential information

7. Export Control: Compliance with export control laws - include when confidential information may be subject to export restrictions

Suggested Schedules

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 representatives who may access confidential information

3. Schedule 3 - Security Protocols: Specific security measures and protocols required for handling confidential information

4. Schedule 4 - Permitted Purpose: Detailed description of the permitted use of confidential information

5. Appendix A - Form of Acknowledgment: Template acknowledgment form for representatives accessing confidential information

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions

























Clauses
























Relevant Industries

Technology

Manufacturing

Financial Services

Professional Services

Healthcare

Retail

Telecommunications

Real Estate

Construction

Energy

Logistics

Education

Media and Entertainment

Biotechnology

Consulting

Relevant Teams

Legal

Procurement

Vendor Management

Supply Chain

Operations

Risk and Compliance

Information Technology

Information Security

Finance

Business Development

Project Management

Research and Development

Relevant Roles

Legal Counsel

Procurement Manager

Vendor Relations Manager

Contract Administrator

Chief Legal Officer

Chief Procurement Officer

Supply Chain Manager

Business Development Manager

Project Manager

Operations Director

Risk Manager

Compliance Officer

Chief Technology Officer

Information Security Officer

Chief Financial 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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