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Acquisition Confidentiality Agreement Generator for the USA

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Key Requirements PROMPT example:

Acquisition Confidentiality Agreement

"I need an Acquisition Confidentiality Agreement for a potential acquisition of a mid-size software company in California, with specific provisions for protecting source code and customer data, and we need to include both our UK and US subsidiaries as parties."

Document background
The Acquisition Confidentiality Agreement is a critical document in U.S. M&A transactions, typically executed at the early stages of discussions between potential buyers and sellers. This agreement becomes necessary when parties need to share sensitive business information, trade secrets, customer data, and financial details during the due diligence process. It protects both parties by establishing clear guidelines for information handling, permitted uses, and disclosure restrictions, while ensuring compliance with federal and state regulations, including securities laws and trade secret protection statutes.
Suggested Sections

1. Parties: Identification of parties entering into the agreement

2. Background: Context of the potential acquisition and purpose of the agreement

3. Definitions: Key terms including Confidential Information, Transaction, Representatives

4. Confidentiality Obligations: Core obligations regarding use and protection of confidential information

5. Permitted Disclosures: Circumstances under which confidential information may be shared

6. Term and Termination: Duration of obligations and termination provisions

7. Return of Information: Requirements for returning or destroying confidential information

Optional Sections

1. Parties: Identification of parties entering into the agreement

2. Background: Context of the potential acquisition and purpose of the agreement

3. Definitions: Key terms including Confidential Information, Transaction, Representatives

4. Confidentiality Obligations: Core obligations regarding use and protection of confidential information

5. Permitted Disclosures: Circumstances under which confidential information may be shared

6. Term and Termination: Duration of obligations and termination provisions

7. Return of Information: Requirements for returning or destroying confidential information

Suggested Schedules

1. Schedule A - Authorized Representatives: List of individuals authorized to receive and handle confidential information

2. Schedule B - Specific Information: Detailed description of confidential information covered under the agreement

3. Schedule C - Security Protocols: Specific procedures and requirements for handling and protecting confidential information

Authors

Alex Denne

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

Clauses




















Industries

Defend Trade Secrets Act (DTSA) 2016: Federal law providing uniform protection for trade secrets, including remedies for misappropriation and whistleblower immunity provisions

Economic Espionage Act: Federal law criminalizing the theft of trade secrets with penalties for both domestic and international misappropriation

Securities Exchange Act 1934: Federal law governing secondary trading of securities and establishing SEC oversight, particularly relevant for insider trading provisions during M&A

Securities Act 1933: Federal law regulating the offering and sale of securities, including disclosure requirements that may affect confidentiality obligations

Hart-Scott-Rodino Act: Antitrust legislation requiring companies to file pre-merger notifications for certain acquisitions, affecting information sharing and confidentiality

Uniform Trade Secrets Act: Model state law adopted by most states providing uniform standards for trade secret protection at the state level

State Contract Laws: State-specific laws governing contract formation, enforcement, and remedies that affect confidentiality agreements

Blue Sky Laws: State-specific securities laws regulating the offering and sale of securities within each state

SEC Regulations: Federal regulatory framework governing disclosure requirements and insider trading in corporate transactions

FTC Regulations: Federal regulations concerning competition, antitrust compliance, and information sharing in corporate transactions

National Labor Relations Act: Federal law affecting employee-related confidentiality obligations and protecting certain employee communications

Data Privacy Laws: Various state and federal laws governing the protection and handling of personal and sensitive data in business transactions

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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