¶¶Òõ¶ÌÊÓÆµ

Due Diligence NDA Template for England and Wales

Create a bespoke document in minutes,  or upload and review your own.

4.6 / 5
4.8 / 5

Let's create your Due Diligence NDA

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Get your first 2 documents free

Your data doesn't train Genie's AI

You keep IP ownership of your information

Key Requirements PROMPT example:

Due Diligence NDA

"Need a Due Diligence NDA for a potential acquisition of a UK tech company, with specific provisions for protecting source code and customer data, and including clean team arrangements as we're competitors in the same market."

Document background
A Due Diligence NDA is essential when one party needs to share sensitive business information with another for evaluation purposes, typically in context of a potential transaction, investment, or strategic partnership. This agreement, governed by English and Welsh law, establishes clear parameters for handling confidential information, including financial data, customer information, trade secrets, and intellectual property. It defines permitted uses, recipients, and security measures while providing legal remedies if breached.
Suggested Sections

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

2. Background: Purpose of the NDA and context of the due diligence exercise being undertaken

3. Definitions: Key terms including Confidential Information, Permitted Purpose, Representatives, Group Companies and other relevant defined terms

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

5. Permitted Disclosures: Circumstances where disclosure is allowed including to professional advisers and as required by law

6. Return of Information: Obligations regarding return or destruction of confidential information upon request or termination

7. Duration: Term of confidentiality obligations and survival of obligations post-termination

8. Governing Law and Jurisdiction: Specification of English and Welsh law and submission to jurisdiction of English courts

Optional Sections

1. Data Protection: Specific provisions for handling personal data in compliance with UK GDPR and Data Protection Act 2018

2. Non-Solicitation: Restrictions on soliciting or hiring employees, or approaching customers/suppliers, during the due diligence process

3. Standstill Provisions: Restrictions on share dealings during the due diligence period for listed company transactions

4. Clean Team Arrangements: Special handling procedures for commercially sensitive information between competitors

Suggested Schedules

1. Schedule 1 - Permitted Recipients: List of authorized individuals or entities who may access the confidential information

2. Schedule 2 - Information Categories: Detailed categories of confidential information covered by the agreement

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

4. Schedule 4 - Clean Team Members: List of approved clean team members and their roles (if applicable)

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






















Clauses
























Relevant Industries
Relevant Teams
Relevant Roles
Industries

Contract Law - Common Law Principles: Fundamental principles governing contract formation, offer, acceptance, consideration, and intention to create legal relations under English common law

Contracts (Rights of Third Parties) Act 1999: Legislation governing how third parties may enforce terms of a contract and affecting confidentiality obligations extending to third parties

Misrepresentation Act 1967: Law dealing with false statements made during contract negotiations which could affect disclosure of information during due diligence

UK General Data Protection Regulation (UK GDPR): Post-Brexit data protection regulation governing the processing and transfer of personal data in the UK

Data Protection Act 2018: UK's implementation of data protection standards, working alongside UK GDPR to regulate personal data handling

Privacy and Electronic Communications Regulations (PECR): Specific rules for electronic communications, relevant for electronic sharing of due diligence information

Trade Secrets (Enforcement, etc.) Regulations 2018: Legislation protecting confidential business information that provides competitive advantage

Copyright, Designs and Patents Act 1988: Protection of intellectual property rights that may be disclosed during due diligence

Trade Marks Act 1994: Protection of trade marks and related IP that might be disclosed during due diligence process

Patents Act 1977: Protection of patent rights that might be disclosed during due diligence process

Competition Act 1998: Regulations preventing anti-competitive practices, relevant when sharing commercially sensitive information

Enterprise Act 2002: Framework for merger control and market investigations, relevant for due diligence in M&A contexts

Employment Rights Act 1996: Protection of employee rights and data that might be disclosed during due diligence

Equality Act 2010: Protection against discrimination and handling of sensitive personal information in employment contexts

Financial Services and Markets Act 2000: Regulation of financial services sector and handling of financial information during due diligence

Electronic Communications Act 2000: Legal framework for electronic signatures and electronic document transmission

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

Find the exact document you need

Technology NDA

find out more

Short Non Disclosure Agreement

find out more

Restaurant Confidentiality Agreement

find out more

Reciprocal NDA

find out more

Privacy And Confidentiality Agreement

find out more

Partnership Non Disclosure Agreement

find out more

Partnership NDA

find out more

Non Disclosure Agreement Settlement

find out more

NDA For Web Developer

find out more

NDA For Subcontractors

find out more

Mutual Non Circumvention Non Disclosure Agreement

find out more

Letter Of Intent Confidentiality Clause

find out more

Ip Non Disclosure Agreement

find out more

Electronic Non Disclosure Agreement

find out more

Confidentiality Agreement In Business Plan

find out more

Confidential Information Clause Employment Contract

find out more

Confidential Information Agreement

find out more

Board Of Directors Confidentiality Agreement

find out more

Business Disclosure Agreement

find out more

Broker NDA

find out more

Client Confidentiality Clause

A legally binding provision under English and Welsh law that protects confidential information shared between parties in a business relationship.

find out more

Non Disclosure Agreement Termination Clause

A legal clause under English and Welsh law that formally terminates confidentiality obligations between parties, specifying conditions for ending an NDA.

find out more

Non Disclosure Agreement For Contract Employees

A legally binding agreement under English and Welsh law protecting confidential information shared with contract employees.

find out more

Confidentiality Agreement For Accounting Employees

An English and Welsh law agreement establishing confidentiality obligations for accounting employees handling sensitive financial and client information.

find out more

Employee Confidentiality And Proprietary Rights Agreement

An English law agreement protecting employer's confidential information and IP rights in the employment relationship.

find out more

Confidentiality Agreement For Healthcare Employees

A confidentiality agreement for healthcare employees under English and Welsh law, protecting patient and organizational confidential information.

find out more

Compensation Non Disclosure Agreement

An English law agreement combining confidentiality obligations with compensation arrangements, establishing terms for maintaining secrecy in exchange for payment.

find out more

Generic Confidentiality Agreement

An English law agreement protecting confidential information shared between parties.

find out more

Discovery Confidentiality Agreement

An English law agreement governing the protection of confidential information shared during legal discovery processes.

find out more

Confidentiality Agreement Policy

An internal policy document governing the protection of confidential information under English and Welsh law.

find out more

Non Disclosure Agreement Cost

A legally binding agreement under English and Welsh law protecting confidential cost and pricing information between parties.

find out more

Human Resources Confidentiality Agreement

An English law agreement protecting confidential information shared between employer and employee, incorporating UK employment and data protection requirements.

find out more

Confidentiality Agreement Intellectual Property

An England and Wales-governed agreement protecting confidential intellectual property information shared between parties.

find out more

Joint Disclosure Agreement

An English law agreement enabling mutual protection of confidential information between multiple parties.

find out more

Joinder Agreement NDA

An English law agreement allowing a new party to join an existing non-disclosure agreement, extending confidentiality obligations to additional parties.

find out more

IT Confidentiality Agreement

A legally binding agreement under English and Welsh law protecting confidential IT-related information and data shared between parties.

find out more

Confidentiality Agreement Document

A legally binding agreement under English and Welsh law that protects confidential information shared between parties.

find out more

Business Broker NDA

A confidentiality agreement for business brokers under English and Welsh law, protecting sensitive information during business sale processes.

find out more

NDA For Investors

An English law NDA protecting confidential information shared with potential investors during investment discussions and due diligence.

find out more

Government Confidentiality Agreement

An English law agreement protecting confidential government information shared with third parties, incorporating Official Secrets Act requirements.

find out more

Commercial NDA

An English law agreement protecting confidential information exchanged between businesses.

find out more

Small Business Non Disclosure Agreement

An English law agreement protecting small business confidential information shared with external parties.

find out more

Non Disclosure Agreement For Salary

An agreement under English and Welsh law protecting the confidentiality of salary information and compensation data within organizations.

find out more

Company Disclosure Letter

A formal document under English and Welsh law used to disclose exceptions to warranties in corporate transactions.

find out more

Non Disclosure Agreement For Students

An England and Wales-governed agreement protecting confidential information shared with students during academic activities.

find out more

Social Media Non Disclosure Agreement

An English law agreement protecting confidential information in social media operations and management.

find out more

Meeting Confidentiality Agreement

An English law agreement protecting confidential information shared during specific meetings or discussions.

find out more

Confidentiality And Non Circumvention Agreement

An English law agreement protecting confidential information and business relationships while preventing direct approaches to protected contacts.

find out more

Financial Disclosure Agreement

A legally binding agreement under English and Welsh law governing the disclosure and protection of confidential financial information between parties.

find out more

Exclusivity And Confidentiality Agreement

An English law agreement combining confidentiality protection with exclusive dealing arrangements between parties.

find out more

Confidentiality Agreement For Interns

An England and Wales-governed agreement protecting company confidential information during internships.

find out more

Confidentiality Settlement Agreement

A legally binding agreement under English and Welsh law that combines dispute settlement terms with confidentiality obligations.

find out more

Clinical Trial Confidentiality Agreement

A legally binding agreement under English and Welsh law that protects confidential information shared during clinical trials.

find out more

NDA Agreement Form

A legally binding agreement under English and Welsh law that protects confidential information shared between parties.

find out more

Financial Non Disclosure Agreement

A legally binding agreement under English and Welsh law protecting confidential financial information shared between parties.

find out more

Due Diligence NDA

An English law agreement protecting confidential information shared during due diligence processes.

find out more

Confidentiality Agreement

A legally binding agreement under English and Welsh law that protects confidential information shared between parties during business dealings.

find out more

Perpetual Non Disclosure Agreement

A perpetual agreement for protecting confidential information under English and Welsh law, with no expiration date on confidentiality obligations.

find out more

Non Disclosure Agreement For Website Development

A legal agreement under English and Welsh law protecting confidential information shared during website development projects.

find out more

Compensation Confidentiality Agreement

An English law agreement linking confidentiality obligations with compensation terms, protecting sensitive information while establishing payment conditions.

find out more

Data Disclosure Agreement

A legally binding agreement under English and Welsh law governing the terms and conditions for sharing confidential or sensitive data between parties.

find out more

Confidentiality Agreement Indemnity

An English law agreement combining confidentiality obligations with indemnification provisions to protect sensitive information and establish liability for breaches.

find out more

Mutual NDA

A mutual confidentiality agreement under English and Welsh law protecting bilateral information exchange between parties.

find out more

One Way NDA

An English law One-Way NDA protecting confidential information shared by one party with another.

find out more

Unilateral NDA

An English law agreement where one party shares confidential information with another party who agrees to maintain its confidentiality.

find out more

Download our whitepaper on the future of AI in Legal

By providing your email address you are consenting to our Privacy Notice.
Thank you for downloading our whitepaper. This should arrive in your inbox shortly. In the meantime, why not jump straight to a section that interests you here: /our-research
Oops! Something went wrong while submitting the form.

³Ò±ð²Ô¾±±ð’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; ³Ò±ð²Ô¾±±ð’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

Our bank-grade security infrastructure undergoes regular external audits

We are ISO27001 certified, so your data is secure

Organizational security

You retain IP ownership of your documents

You have full control over your data and who gets to see it

Innovation in privacy:

Genie partnered with the Computational Privacy Department at Imperial College London

Together, we ran a £1 million research project on privacy and anonymity in legal contracts

Want to know more?

Visit our for more details and real-time security updates.