Simple Confidentiality Agreement Template for Canada

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Key Requirements PROMPT example:

Simple Confidentiality Agreement

"I need a Simple Confidentiality Agreement for a tech consulting project starting March 2025, where we'll be sharing source code and technical specifications with an external development team in Toronto."

Document background
This Simple Confidentiality Agreement is essential for businesses and individuals operating in Canada who need to protect sensitive information during business discussions, negotiations, or working relationships. The document is particularly relevant when parties need to share confidential information for specific business purposes while ensuring legal protection under Canadian law. It covers the definition of confidential information, usage restrictions, obligations for protection, and consequences of breach. This template is designed for straightforward business situations where a comprehensive yet uncomplicated confidentiality agreement is needed, incorporating requirements from Canadian privacy legislation and common law principles. The agreement is commonly used in scenarios such as business partnerships, employee relationships, contractor engagements, and vendor arrangements where confidential information needs to be shared under protected circumstances.
Suggested Sections

1. Parties: Identifies and provides full legal names and addresses of all parties to the agreement

2. Background: Brief context explaining why the agreement is being entered into and the general nature of the proposed relationship

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

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

5. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees and professional advisors

6. Term and Termination: Duration of the agreement and procedures for termination

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

8. Remedies: Legal remedies available in case of breach, including injunctive relief

9. General Provisions: Standard contractual provisions including governing law, entire agreement, and amendments

Optional Sections

1. Mutual Obligations: Used when both parties will be exchanging confidential information (for mutual NDAs)

2. Data Privacy Compliance: Additional provisions when personal information is involved, ensuring PIPEDA compliance

3. Intellectual Property Rights: Specific provisions clarifying ownership and IP rights when technical or proprietary information is involved

4. Non-Solicitation: Additional protection against hiring or soliciting employees/clients, used when parties will have access to sensitive relationship information

5. Survival: Specific provisions about which obligations continue after termination, used in more complex relationships

6. Assignment: Rules about transferring rights under the agreement, important for corporate transactions

7. Security Measures: Specific requirements for information security, used when dealing with highly sensitive data

Suggested Schedules

1. Schedule A - Description of Confidential Information: Detailed list or categories of information considered confidential

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

3. Schedule C - Security Protocols: Specific security measures and protocols for handling 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

Healthcare

Financial Services

Manufacturing

Professional Services

Research & Development

Retail

Education

Entertainment & Media

Biotechnology

Real Estate

Energy

Telecommunications

Consulting

Relevant Teams

Legal

Human Resources

Business Development

Research & Development

Executive Leadership

Procurement

Information Technology

Finance

Operations

Corporate Development

Administrative Support

Project Management Office

Information Security

Relevant Roles

CEO

Business Development Manager

Legal Counsel

HR Manager

Project Manager

Research Director

Product Manager

Chief Technology Officer

Procurement Manager

Operations Director

Finance Manager

Investment Analyst

Consultant

Department Head

Executive Assistant

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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