Confidentiality agreement—one-way—pro-recipient
Confidentiality agreement—one-way—pro-recipient

The following Information Law precedent provides comprehensive and up to date legal information covering:

  • Confidentiality agreement—one-way—pro-recipient
  • Background
  • 1 Definitions and interpretation
  • 2 Provision and use of confidential information
  • 3 Authorised disclosures
  • 4 Termination
  • 5 Return and destruction of information
  • 6 Notices
  • 7 Entire agreement
  • 8 Further assurance
  • More...

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Notes: Brexit—drafting boilerplate clauses and Brexit—drafting commercial clauses.

This Agreement is made on [date]

Parties

  1. 1

    [Insert name of party] [of [insert address] OR a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at] [insert address] (the Recipient); and

  1. 2

    [Insert name of party] [of [insert address] OR a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at] [insert address] (the Discloser)

(each of the Recipient and the Discloser being a party and together the Recipient and the Discloser are the parties).

Background

    1. (A)

      The Recipient is [insert details] and the Discloser is [insert details].

    1. (B)

      The Discloser intends to disclose Confidential Information to the Recipient for the Purpose.

    1. 1

      Definitions and interpretation

      1. 1.1

        Definitions

        In this Agreement:

        [Affiliate

        1. means any entity that directly or indirectly Controls, is Controlled by, or is under common Control with, another entity;]

        [Authorised Person

        1. means any of the officers, directors, members, partners, employees, consultants, agents, representatives, subcontractors or professional advisers of the Recipient [and of its Affiliates] and any other persons whom the Discloser designates in writing as authorised;]

        Business Day

        1. means a day other than a Saturday, Sunday or bank or public holiday in England or Wales;

        Confidential Information

        1. means the information

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