Agreement Not To Disclose Confidential Information Template for Australia

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Key Requirements PROMPT example:

Agreement Not To Disclose Confidential Information

"I need an Agreement Not To Disclose Confidential Information for my Australian technology startup to protect our software development plans and client data when sharing information with a potential investor in March 2025."

Document background
The Agreement Not To Disclose Confidential Information is essential for businesses and individuals operating in Australia who need to protect sensitive information during commercial relationships, negotiations, or collaborative projects. This document is designed to comply with Australian federal and state laws, including the Privacy Act 1988 (Cth) and relevant common law principles regarding confidential information. It is commonly used before entering into detailed business discussions, during due diligence processes, or when engaging contractors or consultants. The agreement defines what constitutes confidential information, establishes clear obligations for information handling, and provides remedies for breach under Australian law. It is particularly relevant in today's digital business environment where information security is paramount and cross-border information sharing is common.
Suggested Sections

1. Parties: Identifies and provides full details of all parties entering into the agreement

2. Background: Explains the context and purpose of the agreement, including the relationship between the parties

3. Definitions: Defines key terms used throughout the agreement, particularly 'Confidential Information'

4. Scope of Confidential Information: Clearly specifies what information is covered by the agreement

5. Obligations of Confidentiality: Details the core obligations to maintain confidentiality and not disclose protected information

6. Permitted Uses and Disclosures: Specifies how the recipient may use the confidential information and under what circumstances disclosure is permitted

7. Security Measures: Outlines the required measures to protect and secure confidential information

8. Return or Destruction of Confidential Information: Procedures for handling confidential information after the agreement ends

9. Term and Termination: Specifies how long the agreement lasts and how it can be terminated

10. Breach and Remedies: Outlines the consequences of breaching the agreement and available remedies

11. General Provisions: Standard boilerplate clauses including governing law, entire agreement, and severability

12. Execution: Signature blocks and execution details

Optional Sections

1. Third Party Disclosure: Additional provisions for when confidential information needs to be shared with third parties such as employees, advisors, or contractors

2. International Transfer of Data: Required when confidential information may be transferred across international borders

3. Competing Projects: Provisions regarding work on similar or competing projects while having access to confidential information

4. Residual Knowledge: Provisions addressing the use of general knowledge and experience gained while working with confidential information

5. Non-Solicitation: Additional provisions preventing the recipient from soliciting employees or customers

6. Publicity: Provisions regarding public announcements or acknowledgment of the relationship

7. Insurance Requirements: Specific insurance requirements for handling sensitive information

8. Data Privacy Compliance: Additional provisions for compliance with privacy laws when personal information is involved

Suggested Schedules

1. Schedule 1 - Description of Confidential Information: Detailed list or description of specific confidential information covered by the agreement

2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive and handle confidential information

3. Schedule 3 - Security Protocols: Detailed security measures and procedures for handling confidential information

4. Schedule 4 - Approved Third Party Recipients: List of approved third parties who may receive the confidential information

5. Appendix A - Form of Third Party Confidentiality Agreement: Template agreement for third parties who need to access the confidential information

Authors

Alex Denne

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

Relevant Industries

Technology & Software

Healthcare & Pharmaceuticals

Financial Services

Manufacturing

Professional Services

Research & Development

Energy & Resources

Media & Entertainment

Retail & Consumer Goods

Education

Mining

Biotechnology

Defense & Security

Real Estate & Property

Telecommunications

Relevant Teams

Legal

Compliance

Human Resources

Information Technology

Research and Development

Business Development

Executive Leadership

Finance

Operations

Procurement

Information Security

Risk Management

Innovation

Strategic Partnerships

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Legal Counsel

Compliance Officer

Business Development Manager

Project Manager

Research Director

Human Resources Manager

Chief Technology Officer

Chief Financial Officer

Investment Manager

Operations Manager

Procurement Manager

Contract Administrator

Information Security 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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