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Confidentiality Agreement Template for Australia

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Key Requirements PROMPT example:

Confidentiality Agreement

"I need an Australian Confidentiality Agreement for a potential merger discussion between our technology company and a target company, with specific provisions for due diligence review starting March 2025 and including data room access provisions."

Document background
This Confidentiality Agreement template is designed for use in Australia when parties need to share sensitive information while ensuring its protection and confidentiality. The agreement is commonly used in business negotiations, employment relationships, commercial transactions, and other situations where confidential information needs to be disclosed to another party. It incorporates key requirements under Australian law, including provisions compliant with the Privacy Act 1988 (Cth) and Australian common law principles of confidentiality. The document typically covers various types of confidential information including trade secrets, proprietary information, technical data, business strategies, customer information, and intellectual property. It is essential for protecting business interests and establishing clear obligations and responsibilities regarding the handling of sensitive information.
Suggested Sections

1. Parties: Identifies and provides details of all parties to the agreement

2. Background: Sets out the context and purpose of the agreement, including the relationship between the parties

3. Definitions: Defines key terms used throughout the agreement, particularly 'Confidential Information'

4. Scope of Confidential Information: Clearly describes what information is covered by the agreement

5. Obligations of Confidentiality: Details the core obligations to maintain confidentiality and permitted uses of the information

6. Security Measures: Specifies the required measures to protect confidential information

7. Term and Survival: Specifies how long the agreement lasts and which obligations survive termination

8. Return or Destruction of Information: Requirements for handling confidential information after the agreement ends

9. Breach and Remedies: Consequences of breaching the agreement and available remedies

10. General Provisions: Standard contract clauses including governing law, entire agreement, and amendments

Optional Sections

1. Intellectual Property Rights: Clarifies ownership and rights regarding any intellectual property involved

2. Permitted Disclosures: Specifies circumstances where disclosure is allowed (e.g., to professional advisors or by court order)

3. Non-Solicitation: Prevents poaching of employees or clients, used when parties have access to sensitive relationship information

4. Representatives and Agents: Additional provisions when confidential information needs to be shared with employees or agents

5. Export Control: Required when dealing with international transfers of sensitive information

6. Data Privacy Compliance: Special provisions for compliance with privacy laws when personal information is involved

7. Competing Projects: Addresses whether the receiving party can work on similar projects

8. Marking Requirements: Specifies how confidential information should be marked or identified

Suggested Schedules

1. Schedule 1 - Specified Confidential Information: Detailed list or categories of confidential information covered

2. Schedule 2 - Authorized Representatives: List of individuals authorized to receive and handle confidential information

3. Schedule 3 - Security Protocols: Detailed security measures and procedures for handling confidential information

4. Appendix A - Notification Procedures: Procedures for reporting unauthorized disclosures or security breaches

5. Appendix B - Return/Destruction Certificate: Template certificate confirming return or destruction of confidential information

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

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Relevant Industries

Technology

Healthcare

Financial Services

Manufacturing

Professional Services

Research & Development

Entertainment & Media

Retail

Education

Biotechnology

Mining & Resources

Real Estate

Construction

Telecommunications

Legal Services

Relevant Teams

Legal

Human Resources

Executive Leadership

Research & Development

Information Technology

Business Development

Finance

Operations

Procurement

Sales & Marketing

Risk & Compliance

Corporate Development

Innovation

Product Development

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Legal Counsel

Business Development Manager

Human Resources Manager

Project Manager

Research Scientist

IT Director

Procurement Manager

Sales Director

Investment Analyst

Consultant

Software Developer

Product Manager

Operations Manager

Corporate Secretary

Risk Manager

Compliance Officer

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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