Handbook on Confidentiality
The best way to protect your private technical and business information and to guard
against unwanted disclosures is through a confidentiality agreement.
A confidentiality agreement should be employed whenever you disclose confidential
information to anyone that does not have a lifelong duty to maintain secrecy, such
as employees, vendors, potential, licensing partners, and potential investors in
What is a Confidentiality Agreement?
It is an agreement that the other party keep propriety information disclosed by
one party secret.
- Two individuals or businesses who are negotiating a partnership or merger may want
to examine each others financial position before completing the deal. Naturally
they want to ensure that such information is not leaked to the public or a third
party. They can enter into a confidentiality agreement to ensure the confidentiality
of the information.
- Your computing business hires an outside programmer or consultant to create a computer
program. Without a properly drafted confidentiality agreement, the programmer or
consultant may be free to license it, or disclose it to competitors.
Will a Court enforce a Confidentiality Agreement?
A confidentiality agreement is a contract and courts will generally enforce private
contracts as long as they are not against public policy.
Why should a Confidentiality Agreement be necessary?
The relationship between the parties may be such that a duty of confidentiality
exists even without a written agreement. For example the duty of confidentiality
that a lawyer owes to a client.
When such a relationship does not exist, a written confidentiality agreement helps
remove any doubt, not only about the existence of the duty, but also about the scope
of the duty, the type of information covered, and the remedies available if the
duty is breached.
Therefore having a Confidentiality Agreement:
- clarifies that a confidential relationship exists
- establishes explicit notice that you consider confidential the information being
- provides continuing protection after the implied confidential relationship ends.
That is restricts use and disclosure by former employees
You can get a Confidentiality Deed from Law Central 24 hours a day.
If you require legal advice then arrange for your Lawyer, Accountant or Adviser
to ring us so that we can help you. The cost to speak to a lawyer at Brett Davies
Lawyers is generally $440 per hour.