The Confidentiality And Non Disparagement Agreement is essential in today's business environment where protection of sensitive information and reputation management are crucial. This agreement, governed by English and Welsh law, serves dual purposes: safeguarding confidential information from unauthorized disclosure and preventing harmful statements that could damage reputation or business relationships. It's commonly used during employment terminations, business negotiations, or when sharing sensitive information with third parties. The agreement typically defines the scope of confidential information, duration of obligations, and consequences of breach.
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1. Parties: Identification and details of all parties to the agreement
2. Background: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement including 'Confidential Information' and 'Disparagement'
4. Confidentiality Obligations: Core confidentiality provisions, scope, and duties to protect information
5. Non-Disparagement Obligations: Provisions preventing negative statements or communications about parties
6. Duration: Term of the confidentiality and non-disparagement obligations
7. Breach and Remedies: Consequences of breaking the agreement including damages and injunctive relief
8. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and entire agreement
1. Permitted Disclosures: Exceptions to confidentiality obligations, used when specific carve-outs are needed (e.g., legal requirements, professional advisers)
2. Return of Confidential Information: Procedures for returning or destroying confidential information, used for finite-term agreements
3. Third Party Rights: Rights of non-parties, used when third parties need protection under the agreement
4. Survival: Provisions that continue after termination, used for long-term protection
5. Data Protection: Specific provisions relating to personal data handling, used when personal data is involved
1. Schedule 1 - Confidential Information: Detailed list or categories of information covered by the agreement
2. Schedule 2 - Authorized Recipients: List of persons or roles authorized to receive confidential information
3. Schedule 3 - Permitted Disclosures: Detailed list of permitted exceptions to confidentiality obligations
Relevant legal definitions
Clauses
Relevant Industries
Relevant Teams
Relevant Roles
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