As society develops step by step, the use of agreements has become the norm in daily life. The signing of agreements is the best specification of the rights and obligations between two or more parties. How should an agreement be drafted? Here are some confidentiality agreements that I recommend for everyone. I hope they can help you!
Confidentiality Agreement 1
Party A: ________(( Name of employer) Party B: _____________ (employee name)
Party B will have access to or master Party A’s business secrets during its tenure with Party A and for a certain period after resignation. In order to safeguard the legal rights of Party A and Party B Rights and interests, the relevant confidentiality matters are hereby agreed as follows:
1. Party A’s business secrets refer to those that are not known to the public, can bring economic benefits to the right holder, are practical and have been adopted by Party A Technical information and business information protected by confidentiality measures. Including but not limited to: software in design, program, operation, etc., product plans, product strategies, production methods, customer lists, supply and technical information, financial information, supplier and dealer information, as well as Party B’s rights to the third party in accordance with the contract or in accordance with the law. Business secrets and other information of third parties that have confidentiality obligations.
2. During Party A’s tenure in Party B, Party A shall provide Party B with all kinds of information, materials, equipment and software necessary for its work, so as to give full play to its intelligence and talents.
3. Party A should formulate a corresponding confidentiality system and stipulate the content, scope, confidentiality period, etc. of commercial secrets for Party B to follow.
4. Party B agrees to take necessary and effective measures to protect the business secrets it knows or holds during its employment. Except for normal and reasonable use in the performance of duties, without the written consent of Party A, Party A's business secrets shall not be disclosed, informed, delivered or transferred to third parties other than Party A (including Party A's affiliated enterprises), or for themselves. or third party use.
5. During Party B’s tenure with Party A, Party B guarantees not to retain, copy or disclose any commercial secret information privately, and not to work part-time in other companies; Party B guarantees not to bring any information and materials that may be infringing from outside without permission. Party A and use it without authorization, otherwise, Party B is willing to bear all legal and economic responsibilities arising therefrom. Within 1 year after Party B leaves the company, Party B guarantees not to use Party A’s business secrets to compete with Party A in any place other than Party A; Party A will pay Party B a confidentiality fee of RMB yuan for this purpose.
6. When Party B resigns, he shall immediately hand over Party A’s commercial secret information, software and other items held by him to the person designated by Party A, and complete relevant procedures.
7. Both Party A and Party B are willing to strictly implement this agreement. If either party breaches the contract, it shall pay liquidated damages of _______ yuan to the other party; if it causes economic losses to the other party, it is willing to bear all liability for compensation. In addition, if Party B breaches the contract, Party A can terminate its labor contract.
8. This agreement is an attachment to the labor contract and is in duplicate. Party A and Party B each hold one copy.
Party A: (Signature or seal) _________year_______month_______day
Party B: (Signature or seal)_______year_______month_ ______ day
Confidentiality Agreement 2
Party A:
Party B:
Both parties to the contract should abide by the following principles:
1. Information that needs to be kept confidential
1.1 All information referred to in this confidentiality agreement that Party B provides to Party A and marked as confidential includes: computer software, data, information, and agreements , reference materials, functional interfaces, and instructions are all confidential information. If Party B provides information to Party A orally, Party B shall notify Party A in writing within 15 days after the information is sent.
2. Confidentiality
2.1 In order to avoid leaking confidentiality, both parties shall comply with:
a. Party A shall take all possible measures to protect all information from Party B Strict confidentiality shall be maintained, including the implementation of effective security measures and operating procedures.
b. Party A shall not disclose secrets to third parties, and shall only disclose information to Party A’s management personnel and contractors.
c. Party A has no right to modify or remove any terms or copyright annotations in this Agreement.
2.2 According to the provisions of this agreement, Party A will keep the information confidential for 5 years after receiving it.
3. Use restrictions
3.1 Party A promises to only use the confidential information received as specified in this agreement for domain name registration and/or virtual hosting agent/partner provision It is used when providing corresponding services and cannot be used for other purposes.
3.2 Party A shall not disclose commercial use rights, patent rights, reproduction rights, trademarks, technical secrets, trade secrets or other rights exclusive to Party B.
3.3 Party A guarantees not to use the extended meaning of confidential information.
3.4 Party A agrees that any information transmitted in the form of software, data, or databases can only be used on Party A’s computer systems.
4. Others
4.1 This confidentiality agreement shall be governed and interpreted in accordance with the relevant applicable laws of the People's Republic of China. Both parties agree that any disputes related to this confidentiality agreement will be unconditionally submitted to the jurisdiction of the People's Court of the People's Republic of China and the people's courts with jurisdiction over the country. This agreement does not establish any agency or cooperative relationship between Party A and Party B. If an agency and partnership relationship is established, a separate agency/partner agreement must be signed.
4.2 This confidentiality agreement will take effect immediately after signing, but neither party will bear responsibility for the following situations:
a. Information released by Party B before formal written notification,
b. Disclosure of information not caused by Party A’s error,
c. Information already known to Party A before release,
d. Under the condition that confidential information is not used Information independently discovered by Party A,
e. Information disclosed by Party B without restrictions on information release.
4.3 Conditions for the termination of this confidentiality agreement: Violation of the provisions of this agreement, and after one party (the former) discovers and notifies the other party (the latter), the latter fails to correct it within three days. Upon termination of the Agreement, any confidential information obtained by Party A shall be immediately returned to Party B, and Party A shall provide Party B with a comprehensive list of unauthorized users of confidential information. After the termination of this Agreement, the provisions of Clause 2 and Clause 3 of this Agreement shall remain valid for Party A. After the relevant agreement signed by Party A and Party B is terminated, any confidential information obtained by Party A shall be immediately returned to Party B. At the same time, the provisions of Articles 2 and 3 of this Agreement shall remain valid for Party A.
4.4 This Agreement is valid for the respective beneficiaries, successors and assigns of Party A and Party B. The responsibilities of Party A and Party B stipulated in this Agreement cannot be assigned or assigned.
4.5 Party A and Party B agree that both parties are entitled to seek legal and equitable remedies for breach of contract.
4.6 The terms of this agreement can only be effectively modified with a written revision signed by both parties.
4.7 If any provision of this Agreement is determined to be invalid or unenforceable, that part will be ineffective from the time it is determined. At the same time, Party A and Party B shall agree to:
a. Negotiate to determine fair and reasonable new terms that are as close as possible to the meaning of the original terms,
b. Other terms of this agreement remain valid.
4.8 This agreement contains the mutual understanding and knowledge between the contracting parties on such issues.
4.9 Regarding certain confidential information, any liability specified in this Agreement may be waived by Party B in a written statement. However, other confidential information shall not be affected by this written statement.
4.10 This agreement does not indicate that the contracting parties have established any agency or cooperative relationship.
Party A: Party B:
Date: Date:
Seal: Seal:
Signature: Signature:
Confidentiality Agreement 3
Party A:
Party B:
In view of the fact that Party B serves in Party A, Party B will receive corresponding remuneration paid by Party A, Both parties agree to abide by the following terms regarding matters related to Party B's keeping of Party A's technical secrets and other business secrets during its term of office and after resignation:
Article 1: Both parties confirm that Party B shall be in Party A's During the term of office, Party A shall provide normal working conditions.
Article 2: The confidential content of this agreement includes but is not limited to engineering projects, customer lists, marketing plans, procurement materials, pricing policies, financial information, purchase channels, legal affairs information, human resources information, and product prices. , product design, operation blueprints, engineering design drawings, computer programs, costs, contracts, transaction counterparty information, meeting content, information, company resolutions, etc.
Article 3: During his tenure with Party A, Party B must abide by any written or unwritten confidentiality rules and systems stipulated by Party A, and perform confidentiality responsibilities corresponding to his position. Where there are no provisions or unclear provisions in Party A's confidentiality rules and systems, Party B shall also take any necessary and reasonable measures in a cautious and honest manner to safeguard any information that it knows or holds during its tenure that belongs to Party A or Technical secrets or other business secret information that belongs to a third party but Party A promises to keep confidential in order to maintain its confidentiality.
Article 4: Except for the need to perform duties, Party B undertakes not to disclose, inform, announce, release, publish, teach, transfer or make any other use of any third party in any way without the consent of Party A. If the third party is aware of technical secrets or other business secret information that belongs to Party A or belongs to others but Party A has promised to keep confidential, they shall not use such secret information outside of the performance of their duties.
Article 5: Party B promises that during its tenure with Party A, it will not engage in any other enterprises, institutions, or social groups that produce or operate similar products or provide similar services to Party A without Party A’s prior consent. Hold any position within the company, including shareholder, partner, director, supervisor, manager, employee, consultant, etc. Party B shall not engage in similar products or similar enterprise services within two years after leaving the company.
Article 6: All documents, materials, charts, notes, reports, letters, faxes, disks, and tapes that record Party A’s confidential information or information held or kept by Party B due to the need for duties. , instruments and any other form of carrier shall belong to Party A, regardless of whether the confidential information has commercial value.
Article 7: Confidentiality period: within __ years after the labor contract is terminated.
Article 8: Deconfidential Period
1. Due to changes in the conditions for performance of the labor contract, Party B must notify Party A in writing one month in advance if it requires the termination of the labor contract. The period is the confidentiality period. Party A shall take confidentiality measures and arrange for Party B to leave the confidential position; () Party B shall complete the handover of confidential information;
2. The labor contract is terminated without intention of both parties. For renewal, the proposing party must notify the other party in writing one month in advance. The advance period is the declassification period. Party A will take declassification measures and arrange for Party B to leave the classified position; Party B should accept Party A's work arrangements and complete them completely. Handover of confidential information;
3. After the labor contract is terminated or expires, Party B must abide by this agreement and not harm the interests of Party A.
Article 9: Tort Liability
Party A and Party B agree:
1. If Party B fails to fulfill its confidentiality obligations stipulated in this agreement, it shall bear liability for breach of contract and shall be liable for breach of contract. During this period, you will accept penalties such as fines, salary cuts, or dismissal from Party A; if you have resigned, you will pay Party A a one-time liquidated damages of __ yuan.
2. If Party B's breach of contract as mentioned in the preceding paragraph causes losses to Party A, Party B shall bear the liability for breach of contract and the responsibility to compensate Party A's losses. If the circumstances are serious, Party B shall transfer it to the judicial authority.
3. The loss compensation mentioned in the preceding paragraph is calculated as follows:
1) The amount of loss compensation is the actual economic loss suffered by Party A due to Party B’s breach of contract;
2) If Party A’s losses are difficult to calculate according to the calculation method described in paragraph 1), the amount of loss compensation shall be all profits gained by Party B due to the breach of contract, or shall be no less than Party A’s trade secret license fee A reasonable amount shall be regarded as the amount of loss compensation;
3) The reasonable expenses paid by Party A for investigating Party B’s breach of contract shall be included in the amount of loss compensation;
4. Due to If Party B's breach of contract infringes upon Party A's trade secret rights, Party A may choose to require Party B to bear liability for breach of contract in accordance with this Agreement, or to require Party B to bear legal liability for infringement through judicial means in accordance with relevant national laws and regulations.
Article 10: Dispute Resolution
Any dispute arising from this agreement shall be resolved through negotiation between the two parties; if negotiation fails, either party may apply for arbitration at the labor arbitration institution where Party A is located .
Article 11: Other matters
1. If this agreement conflicts with any previous oral or written agreement between the parties, the provisions of this agreement shall prevail.
2. For matters not covered in this agreement, both parties can sign a supplementary agreement. The supplementary agreement to this Agreement is an integral part of it and has the same legal effect as this Agreement.
3. This agreement is made in duplicate, with Party A and Party B each holding one copy.
Article 12: Effectiveness
This Agreement shall take effect from the date of signature and seal by both parties.
Confidentiality Agreement 4
This *** and Confidentiality Agreement are signed by the following parties on the year, month and day:
___ Co., Ltd., a company under Chinese law A company incorporated in and under the jurisdiction of a company with its registered address in (referred to as the "receiving party")
Hereinafter, the above-mentioned parties are collectively referred to as the "parties" and individually as a "party".
Whereas, both parties will cooperate and exchange information in the "_×_" financing project for the same interests. To this end, both parties agree to sign this confidentiality agreement and keep confidential the information of the other party ("confidential information") learned during the project cooperation process in accordance with the conditions and provisions of this agreement.
Article 1 Definition
1. Definition of confidential information
Confidential information refers to information that is not known to the public and can bring economic benefits to its owner All information, data or technology, including but not limited to the provider's software, programs, inventions, processes, designs, drawings, know-how, engineering, processes related to research, development, production, products, services, customers, and markets , methods, hardware configuration information, customer lists, contracts, prices, costs, research reports, forecasts and estimates, statements, business plans, trade secrets, business models, company resolutions and other any or all commercial information, financial information, technical data, Production materials and meeting materials and documents; Confidential information includes both information deemed confidential or proprietary in writing and information given orally and subsequently confirmed in writing as confidential or proprietary.
The above-mentioned confidential information does not include the following information:
a) The recipient knew it before receiving it from the provider without assuming the obligation of confidentiality;
b) Becomes known to the public through no fault of any party;
c) Been legitimately obtained from a third party without an obligation of confidentiality and in the opinion of that party. It should be understood that the third party did not illegally obtain and disclose the confidential information;
d) The provider legally disclosed it to a third party that has no confidentiality obligation and was legally disclosed by the third party;
e) Developed independently by the recipient without having access to confidential information;
f) Released by the recipient with the prior written consent of the provider.
2. Recipient and Provider
"Recipient" refers to the party who obtains confidential information.
"Provider" means: the source of Confidential Information.
Article 2 Obligation of Confidentiality
1. The receiving party will take the same measures to obtain confidential information as it does its own confidential information to ensure its security. The parties agree that such Confidential Information may be given or imparted only to employees who are required and appropriately required to know such Confidential Information in order to perform the duties for which they are employed. The parties shall store all documents and records containing confidential information in a safe and insured place. Any confidential information stored electronically on a computer shall be deemed to be effectively protected from any unauthorized intrusion or use, whether directly or indirectly through a network.
2. Both parties mutually acknowledge that the confidential information provided by either party to the other party and all rights contained and/or related therein are the exclusive property of the providing party, and the receiving party shall consider the interests of the providing party Store it properly.
3. Both parties agree that the main purpose of disclosing confidential information is for the financing cooperation of both parties in the "___" project. The use of Confidential Information provided under this Agreement shall be limited to such purposes unless the Providing Party specifies other purposes in writing when disclosing such Confidential Information. If the purpose of use specified at the time of disclosure is inconsistent with the purpose of use specified above, the purpose of use specified at the time of disclosure shall prevail. Confidential information may not be used for any other purpose without the prior written authorization of the disclosing party. Each party hereby undertakes to use Confidential Information received from the other party only in connection with the project agreed between the parties and never to use Confidential Information for purposes unrelated to the project.
4. Both parties promise that they will strictly keep confidential all internal business information that is known to them and their employees or representatives in the performance of their obligations at the other party’s place of business, and will never disclose such information. and other information is disclosed to any third party. This provision applies in particular to all inside information concerning technical, design, production, operating or organizational matters.
5. If any party intends to sign a subcontract with a third party and therefore has to disclose confidential information to the third party, the party shall obtain prior written consent from the other party. The party disclosing the information and the subcontractor shall sign a confidentiality agreement in the same format as this agreement before disclosing the confidential information.
6. If the receiving party merges with a third party, is merged by a third party, or is directly or indirectly controlled by a third party, the receiving party shall not disclose any confidential information of the provider to the third party; the receiving party shall immediately Return the confidential information of the provider to the provider, or destroy it at the provider's request; however, the recipient may continue to use the confidential information if the provider's prior written consent is obtained.
7. If the receiving party is required to provide confidential information to government departments, courts or other competent authorities, the receiving party shall, if possible, immediately notify the providing party so that the providing party can maintain confidentiality. To defend or obtain protective measures, and shall exhaust all procedures under applicable law to protect the confidential information, the reasonable costs incurred by this shall be borne by the provider.
Article 3 Non-Grant of Rights
The acquisition of any confidential information does not mean that the recipient is granted any patent rights or copyrights related to the provider, nor does it mean that the recipient is granted Any rights with respect to the other party’s Confidential Information, except that the Receiving Party shall have the right to reasonably use the Confidential Information provided by the Provider for the performance of its obligations under the Contract.
Article 4 Intellectual Property
1. The obligation of confidentiality also applies to documents and information about inventions that have not been registered or patented.
2. The ownership of intellectual property rights arising directly or indirectly from the use of confidential information referred to in this agreement shall be determined by both parties through negotiation.
Article 5 Breach of Contract and Compensation
1. If any party violates this Agreement, regardless of intentionality or negligence, it shall immediately stop the infringement and take all necessary measures as soon as possible Prevent the spread of confidential information and eliminate the impact as much as possible.
2. If one party violates the provisions of this Agreement, it shall bear the liability for breach of contract. The breaching party shall pay liquidated damages to the non-breaching party. The specific amount of liquidated damages shall be determined by both parties through negotiation.
3. The above amount of liquidated damages does not affect the injured party’s claim for damages from the breaching party. Such compensation is limited to the actual losses suffered by the injured party.
Article 6 Return of Confidential Documents
After the termination of each individually contracted project, all confidential information covered by the agreement that is sent to the recipient by the provider, regardless of Whether it is written or in other specific form, as well as the copy made by the receiving party, must be returned to the provider immediately or destroyed, and the relevant destruction certificate must be sent to the other party at the same time.
Article 7 General Provisions
1. Any modification to any provision of this Agreement must be made in writing and signed by the legally authorized representatives of both parties, otherwise it will be invalid.
2. The invalidity of any part of this agreement shall not affect the validity of other parts of this agreement. If any part of this Agreement is declared invalid, the parties shall negotiate amicably to determine replacement provisions, which shall be consistent with the original intentions of both parties as much as possible.
3. The provider has no obligation to guarantee the accuracy and completeness of the confidential information disclosed to the recipient, nor is it obligated to assume any special, incidental, subsequent, or indirect consequences caused by the disclosed information. damage or loss, unless the party should know that the confidential information disclosed will cause damage or loss to the other party.
4. Damage caused to the receiving party caused by third-party litigation, arbitration, seizure or confiscation, compensation or compensation claims or other rights claims caused by the receiving party's use of confidential information disclosed by the provider. and losses, the providing party shall compensate or compensate; the receiving party shall compensate any reasonable compensation or compensation to a third party, unless the receiving party mistakenly uses the confidential information.
5. Both parties acknowledge that if this agreement is violated, the resulting losses will be inestimable, and promise that the provider can apply for protective measures to the court or relevant departments to protect its own legitimate rights and interests. The exercise of such rights shall not affect its continued enjoyment and exercise of other rights and compensation rights.
6. The failure of one party to perform the provisions of this Agreement or to exercise the rights or other relevant rights under the Agreement does not constitute a failure of that party to perform the provisions or other provisions or exercise the rights or other relevant rights in the future. give up.
7. Neither party may transfer its rights and obligations under this Agreement to a third party, except with the written consent of the other party.
Article 8 Effectiveness and Validity Period of this Agreement
This Agreement shall take effect from the date stated at the beginning of this Agreement and shall remain in effect. Unless the Provider gives ninety (90) days' written notice to the Recipient to terminate this Agreement, or both parties agree to terminate this Agreement. However, obligations under this Agreement regarding information and documents disclosed before the termination of this Agreement will not be affected and will continue to be valid and binding.
Article 9 Applicable Law and Jurisdiction
This Agreement shall be governed by and interpreted in accordance with Chinese law. Any dispute that cannot be resolved through friendly negotiation shall be submitted to the People's Court with jurisdiction for litigation resolution.
Article 10 Others
This agreement is written in Chinese and English. The Chinese and English versions are in duplicate. Each party holds one copy. The Chinese and English versions are equally valid.
Confidentiality Agreement 5
This agreement is signed by the following parties and becomes effective on the year, month and day.
Party A: (Recipient):
Registered address: Legal representative:
Project contact person: Mailing address:
Telephone: Fax: E-mail
Party B (provider, designer or design company):
Registered address: Legal representative:
Project contact person: Correspondence address:
Telephone: Fax: E-mail:
Whereas
Party B owns creative designs, concepts, ideas and information that Party B believes should be kept confidential, due to the need To commercialize this information and apply it to corresponding entrusted projects, Party B will provide these non-public, confidential, and professional information to Party A for review in the form of written or electronic files. Party A accepts this information and promises to fulfill its confidentiality obligations; both parties are willing to The parties shall be obliged to keep confidential the confidential information under this Agreement in accordance with the provisions of this Agreement.
To this end, the two parties have reached an agreement as follows
Article 1 Definition
Confidential information: refers to the information provided by Party B to Party A that is owned or exclusive by Party B. Materials and information clearly marked "confidential" on the information carrier. Materials that need to be kept confidential include but are not limited to: creative plans, design drawings, planning manuscripts, technical data, prices, costs and other non-public, confidential or professional information and data.
Article 2 Information provided this time and information planned to be provided
The information provided this time includes the following:
1.
2.
3.
The content and date of the information Party B plans to provide to Party A
Submit on day, month and year
Year Submitted on the day of the month
Article 3 All communications between the two parties can be conducted through the project contact person, who shall bear the following responsibilities:
1.;
2.;
3..
If either party changes the project contact person, address or other contact information, it shall notify the other party 7 days in advance.
Article 4 After either Party A or Party B delivers the creative information or design plan by express delivery, registered letter or email within the delivery time specified in this agreement and according to the address provided by the other party, the receiving party shall A reply will be given within thirty days from the delivery time stipulated in this agreement. If the receiving party does not reply, it will be deemed that it has been received by default.
Article 5 Party A must assume the following obligations after accepting confidential information:
1. Keep confidential information cautiously, properly hold it, and keep it strictly confidential. Without Party B’s prior written consent Agree and shall not disclose it to any third party;
2. Party A may only disclose confidential information to its designated third-party company for the purpose of cooperation between the two parties, and the third-party company shall first make a written commitment Keep the confidential information;
3. Party A may only disclose confidential information to its managers, staff, consultants and other relevant personnel who are directly or indirectly involved in the cooperation matters for the purpose of business cooperation between the two parties, but It should be ensured that such relevant personnel keep confidential information strictly confidential;
4. If Party A or relevant personnel violates the confidentiality obligations of this Agreement, Party A must bear corresponding responsibilities and compensate Party B for the losses caused thereby.
Article 6 The disclosure of confidential information by Party B to Party A does not constitute the transfer by Party B to Party A or the granting to Party A of the interests Party B has in its confidential information or other intellectual property rights.
Article 7 This agreement shall be governed by and interpreted in accordance with Chinese laws. For any disputes arising from the rights and obligations of the parties under this Agreement, the parties shall first resolve them through negotiation. If they cannot be resolved through negotiation, they shall apply for arbitration.
Article 8 This confidentiality agreement will take effect from the date of signature by authorized representatives of both parties, and will continue to be effective during the cooperation between the two parties and for two years after the completion of the cooperation.
This Agreement is made in duplicate and is equally valid, with each party holding one copy.
Party A: Party B:
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