This Non-Disclosure Agreement For Consultants is essential when engaging external consultants or professional advisors who will have access to confidential business information in Pakistan. The document is designed to comply with Pakistani law, particularly the Contract Act 1872 and relevant statutes governing confidential information and trade secrets. It's commonly used when initiating new consulting relationships, during project-specific engagements, or for long-term advisory arrangements. The agreement covers various types of confidential information including trade secrets, business strategies, customer data, and proprietary technologies, while establishing clear obligations for information handling, permitted uses, and return or destruction of confidential materials.
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1. Parties: Identification of the parties: the company/organization (disclosing party) and the consultant (receiving party), including full legal names and addresses
2. Background: Context of the consulting relationship and purpose of the NDA
3. Definitions: Key terms including 'Confidential Information', 'Permitted Purpose', 'Representatives', 'Term', and other relevant definitions
4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement
5. Obligations of Confidentiality: Core confidentiality obligations, including use restrictions, security measures, and standard of care
6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to representatives and as required by law
7. Term and Survival: Duration of the agreement and which obligations survive termination
8. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination or request
9. Remedies: Available remedies in case of breach, including injunctive relief
10. General Provisions: Standard contractual provisions including governing law, jurisdiction, amendments, and notices
1. Intellectual Property Rights: Section clarifying ownership of IP and any rights granted, particularly relevant when consultant may develop new IP during engagement
2. Non-Competition: Restrictions on competitive activities, if appropriate for the consulting relationship
3. Non-Solicitation: Restrictions on soliciting employees or clients, if relevant to the business relationship
4. Data Protection: Specific obligations regarding personal data handling, particularly important if consultant will access personal data
5. Independent Contractor Status: Clarification of consultant's status as independent contractor, not employee
6. Conflict of Interest: Provisions addressing potential conflicts of interest, particularly relevant for industry experts
7. Insurance Requirements: Obligations to maintain specific insurance coverage, if required for the consulting work
1. Schedule A - Description of Services: Detailed description of consulting services to provide context for confidentiality obligations
2. Schedule B - Specific Types of Confidential Information: Detailed list of specific types of confidential information covered
3. Schedule C - Authorized Representatives: List of individuals authorized to receive confidential information
4. Schedule D - Security Protocols: Specific security measures and protocols to be followed
5. Appendix 1 - Form of Confidentiality Undertaking: Template undertaking for consultant's representatives who may access confidential information
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