This is an agreement that sets out a company’s confidentiality policy regarding the
privacy and confidentiality of proprietary information. Employees routinely have access
to proprietary information in the normal course of the work day. This policy prohibits the
employee’s unauthorized use and dissemination of such proprietary information, which
includes customer lists, financial information, business plans and models, and
information related to a company’s business operations. This agreement is ideal for
small businesses or other entities that wish to keep proprietary information employees
learn confidential.
CONFIDENTIALITY AGREEMENT
This AGREEMENT BETWEEN:
______________ [Instruction: insert the name of the Employer] hereinafter the
“Company”;
-AND-
______________ [Instruction: insert the name of the Employee] hereinafter the
“Employee”,
and together with The Company, the (“Parties”).
In consideration of employment with the Company, all associated compensation, and
other good and valuable consideration, the Employee does hereby agree to the following
terms and conditions:
The services and obligations the Employee has agreed to perform on behalf of the
Company require the Employee have access to and knowledge of certain confidential
information. This confidential information may include, but is not limited to customer
information, pricing data, supply sources, techniques, computerized data, maps, methods,
product design information, market information, technical information, Company
standards and other confidential and/or proprietary information belonging to or licensed
to, the Company or its clients or customers, including but is not limited to, trade secrets,
inventions, patents, and copyrighted materials hereafter “Confidential Information”.
Some of this information may be made confidential by law or by the Company’s policies.
Confidential information may be in any form, including, but not limited to, observation,
data, written material, record, documents, drawings, photographs, computer programs,
software, invention, discovery, improvement, development, tools, machine, apparatus,
appliance, design, work of authorship, logo, system, promotional idea, customer list,
customer need, practice, pricing information, process, test, concept, formula, method,
market information, technique, trade secret, product and/or research related to the actual
or anticipated research development, products, organization, marketing, advertising,
business or finances of the Company, its affiliates or related entities. The Employee also
understands that access to all confidential information is granted on a need-to-know
basis. A need-to-know basis is defined as information access that is required in order to
perform my work.
By signing this agreement, the Employee affirms that he/she will refrain from disclosing
confidential information to any third party including, but not limited to, friends, relatives,
co-workers, except as permitted by the Company pursuant to policies and applicable law
or as necessary in the performance of my services and obligations as a consultant,
contractor or vendor for the Company.
© Copyright 2013 Docstoc Inc. 2
By signing this agreement the Employee affirms that he/she will protect all confidential
information, while engaged by the Company and after the Employee has completed all
services and obligations for the Company. The Employee affirms that all confidential
information remains the property of the Company and may not be removed or retained
when the Employee has completed services and obligations except as permitted by the
Company’s policies or specific agreements or arrangements applicable to my services
and obligations as a consultant, contractor or vendor for the Company.
If the Employee violates this agreement, the Employee will be subject to adverse action
including termination of ability to provide services to the Company. In addition, under
applicable law, the Employee may be subject to criminal or civil penalties.
IN WITNESS HEREOF,
By signing this agreement I affirm I have read and understand the above agreement and
agree to be bound by the terms as set forth.
_________________________________
Authorized Signature (Employee)
Dated: ___________________________
________________ [Instruction: Insert Business Name of the Company]
_____________________________________________
________________ (Agent for the Company) [Instruction: Insert Printed Name of
Authorized Signatory and Title]
_____________________________________________
_____________________________________________
________________ [Instruction: Insert Street address, city, state and Zip code]
Dated: ___________________________
© Copyright 2013 Docstoc Inc. 3
INFORMATION AND FORMS ARE PROVIDED "AS IS" WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND
INCLUDING WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT OF INTELLECTUAL PROPERTY, OR FITNESS
FOR ANY PARTICULAR PURPOSE. IN NO EVENT SHALL DOCSTOC, INC., OR ITS AGENTS, OFFICERS, ATTORNEYS,
ETC., BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF
PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION) ARISING OUT OF THE USE OF OR INABILITY TO USE
THE MATERIALS, EVEN IF DOCSTOC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. They are for
guidance and should be modified by you or your attorney to meet your specific needs and the laws of your state or jurisdiction. Use at
your own risk. Docstoc® is NOT providing legal or any other kind of advice and is not creating or entering into an Attorney-Client
relationship. The information, reports, and forms are not a substitute for the advice of your own attorney. The law is a personal matter
and no general information or fo