NDA business sale (long)

£25.00 exc VAT

This Confidentiality Agreement is for the one-way disclosure of confidential information by a seller to a potential buyer of the seller’s business and assets.


Read more

NDA business sale (long)

Long form confidentiality agreement for use where a seller will disclose confidential information relating to the business of the seller being sold to a potential buyer


Why use Confidentiality Agreements?

Confidentiality Agreements (also known as NDAs) are used in corporate and commercial transactions as a preliminary agreement to enable parties to disclose confidential information prior to them discussing the main transaction.

By first entering into an NDA, the parties can exchange confidential information with each other with the assurance that, if the negotiations on the main transaction break down, the confidential information which has been disclosed will be protected by a legally enforceable agreement.

About this Confidentiality Agreement

This Confidentiality Agreement is for the one-way disclosure of confidential information by a seller to a potential buyer of the seller’s business and assets.  Protections are generally for the benefit only of the seller as the discloser and owner of confidential information.  The document is a long form agreement and contains relatively strong legal protections for the benefit of the seller.

Which provisions of this NDA might require negotiation?

There are several provisions of this NDA which the potential buyer may find difficult to accept and want to negotiate.  These include:

  • non-solicitation covenants restricting the buyer from soliciting the target seller’s employees
  • a contractual indemnity for breach by the buyer of the confidentiality obligations
  • the duration of the agreement

The explanatory guidance notes which accompany the document explain how these provisions might be negotiated between the parties to achieve an agreed position between them.

Document features

Features include:

  • 17 clauses over 9 pages
  • Definition of Confidential Information
  • Confidentiality obligations
  • Permitted recipients to whom Confidential Information may be disclosed by the buyer
  • Circumstances in which compulsory disclosure may be made by the buyer
  • Return of Confidential Information to the seller
  • Restriction on soliciting (poaching) the seller’s employees
  • Rights and remedies for breach of confidentiality obligations, including contractual indemnity in favour of the seller
  • Duration of agreement

Explanatory guidance

As with all of our document templates, your purchase will include access to clear explanatory guidance on the document and its use.

Alternative Confidentiality Agreements

For a shorter form of confidentiality agreement for a business sale transaction, see NDA: business sale (short).

All Paper Rock legal templates are written by highly qualified English lawyers that are currently practising in the field of commercial and corporate law. The templates you download here reflect the same quality as if you’d instructed our lawyers to draft them for you. They also write all our document descriptions so you can rest assured every bit of information is legally accurate up to date.

Whatever your method of purchase, there is no limit to the number of times you can download your templates. However, many customers prefer to invest in an annual subscription. This offers exceptional value with unlimited downloads from our entire document library.

The Paper Rock team is available to answer questions via Live Chat during UK business hours. When live chat is unavailable, email support@paperrock.com. We aim to respond to your emails within a 24-hour period. We also encourage you to ask questions via our social channels. 

Shopping Basket