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3 Way NDA for Hong Kong

3 Way NDA Template for Hong Kong

A Hong Kong law-governed Three-Way Non-Disclosure Agreement is a legally binding document designed to protect confidential information shared between three parties in a business relationship. This agreement establishes mutual obligations for maintaining confidentiality and defines permitted uses of shared information, incorporating Hong Kong's common law principles and relevant statutory requirements, particularly the Personal Data (Privacy) Ordinance where applicable. The document includes comprehensive provisions for information security, breach remedies, and termination procedures, while ensuring compliance with Hong Kong's legal framework for protecting business secrets and confidential information.

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What is a 3 Way NDA?

The Three-Way NDA is essential for business transactions in Hong Kong where confidential information needs to be shared among three distinct parties. This document type is particularly relevant for joint ventures, mergers and acquisitions, collaborative projects, or complex business arrangements where multiple parties need access to proprietary information. The agreement ensures compliance with Hong Kong's legal framework, including common law principles and statutory requirements such as the Personal Data (Privacy) Ordinance. It establishes clear protocols for handling confidential information, defines permitted uses, and outlines security measures while providing mechanisms for enforcement under Hong Kong law. The Three-Way NDA is distinct from bilateral NDAs in that it manages the complex interrelationships and information flows between all three parties, ensuring each party's confidential information is appropriately protected regardless of how it is shared within the group.

What sections should be included in a 3 Way NDA?

1. Parties: Identifies and provides full details of all three parties to the agreement

2. Background: Explains the context and purpose of the three-way confidentiality arrangement

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

4. Disclosure and Use of Confidential Information: Details the terms under which confidential information may be shared between the three parties and how it can be used

5. Confidentiality Obligations: Specifies the obligations of each party to maintain confidentiality and protect the information

6. Security Measures: Outlines the required security measures each party must implement to protect confidential information

7. Return or Destruction of Confidential Information: Procedures for returning or destroying confidential information upon request or termination

8. Term and Termination: Duration of the agreement and circumstances under which it can be terminated

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

10. General Provisions: Standard clauses including governing law, jurisdiction, entire agreement, and variation

What sections are optional to include in a 3 Way NDA?

1. Permitted Disclosures to Representatives: Used when parties need to share information with employees or professional advisors, specifying conditions for such disclosure

2. Special Handling Requirements: Include when certain information requires specific security measures or handling procedures

3. Data Protection Compliance: Required when confidential information includes personal data subject to privacy laws

4. Non-Solicitation: Include when parties wish to prevent poaching of employees or clients

5. Residual Knowledge: Used when parties want to address the use of non-confidential knowledge retained in memory

6. Export Control: Include when confidential information is subject to export control regulations

7. Competing Projects: Used when parties need to address involvement in potentially competing projects

What schedules should be included in a 3 Way NDA?

1. Schedule 1: Description of Confidential Information: Detailed description of the types and categories of confidential information covered

2. Schedule 2: Permitted Purpose: Detailed description of the specific purposes for which confidential information may be used

3. Schedule 3: Security Requirements: Specific security measures and protocols required for protecting the confidential information

4. Schedule 4: Authorized Representatives: List of individuals authorized to receive and handle confidential information

5. Schedule 5: Information Flow Diagram: Visual representation of how information will flow between the three parties

Authors

Alex Denne

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

Jurisdiction

Hong Kong

Publisher

Ƶ

Cost

Free to use
Relevant legal definitions






























Clauses



























Relevant Industries

Technology

Manufacturing

Financial Services

Healthcare

Pharmaceuticals

Biotechnology

Professional Services

Real Estate

Energy

Telecommunications

Media and Entertainment

Research and Development

Construction

Education

Relevant Teams

Legal

Executive Leadership

Business Development

Research and Development

Corporate Development

Information Technology

Operations

Finance

Procurement

Compliance

Risk Management

Innovation

Strategic Planning

Project Management

Relevant Roles

Legal Counsel

Chief Executive Officer

Chief Financial Officer

Business Development Manager

Project Manager

Research Director

Investment Manager

Corporate Development Director

Chief Technology Officer

Operations Manager

Procurement Manager

Compliance Officer

Risk Manager

Innovation Director

Strategic Partnership 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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