Simple Confidentiality Agreement Canada

Selling a business: A potential buyer of your business wants to know details such as operating costs, customer databases, new products under development, and manufacturing processes before accepting the purchase. A data protection agreement would help preserve the integrity of your company`s trade secrets and ensure compliance with data protection legislation. It should also be taken to define who can obtain confidential information with a view to promoting the authorised or stated purpose. It is often necessary to pass on information to professional employees or consultants (or even funding sources, related companies or sponsors, etc.), but this should be considered on a case-by-case basis. Ideally, these recipients are identified by name, but they should be identified at least by class and always on a “need to know” basis. The parties should be aware of the confidentiality obligations that must be imposed on such third parties as a precondition for the receipt of confidential information. Staff may be subject to confidentiality obligations as part of their employment contracts. There are certain ways to handle disclosure to professional consultants: a) they might be invited to become a party to an NDA, b) they may simply agree to keep information confidential, or c) the parties may simply rely on confidentiality obligations imposed on them by their professional organization. Parties to the information should endeavour to ensure that the receiving party takes responsibility for breaches of confidentiality committed by employees, consultants, related companies and other necessary recipients, although such request may be strongly rejected by the receiving party.

Parties should also consider how long the information should remain confidential. Any party that discloses would prefer that their information remain confidential forever. As a rule, the provisions relating to the confidentiality of commercial transactions are approximately two years. All personal information must remain confidential for an indefinite period of time. Again, the proper conduct of confidentiality obligations depends on the nature of the information. The parties should include an appropriate sunset, failing which a court may impose one on them. This document indicates the details of each party, the duration of the agreement and the specific purpose for which the confidential information is disclosed. This confidentiality agreement is robust and helps to ensure that your confidential business information is not disclosed or disclosed by the other party…