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Technology Confidentiality Agreement for the United Kingdom

Technology Confidentiality Agreement Template for England and Wales

A Technology Confidentiality Agreement under English and Welsh law is a legally binding document designed to protect confidential technical information shared between parties. It establishes obligations for handling sensitive technical data, intellectual property, and trade secrets, while ensuring compliance with UK data protection regulations and trade secrets legislation. The agreement defines the scope of confidential information, permitted uses, security requirements, and consequences of breach.

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What is a Technology Confidentiality Agreement?

A Technology Confidentiality Agreement is essential when parties need to share sensitive technical information while maintaining its confidentiality. This agreement, governed by English and Welsh law, is commonly used in technology development, licensing, or consultation scenarios. It provides legal protection for proprietary technical information, including software code, technical specifications, development methodologies, and trade secrets. The agreement ensures compliance with UK regulations including the Trade Secrets Regulations 2018 and data protection laws.

What sections should be included in a Technology Confidentiality Agreement?

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

2. Background: Context and purpose of the agreement

3. Definitions: Key terms used throughout the agreement

4. Confidential Information: Definition and scope of protected information

5. Obligations of Confidentiality: Core confidentiality duties and restrictions

6. Permitted Uses: Allowed uses of confidential information

7. Term and Termination: Duration and termination provisions

8. Return of Information: Requirements for returning or destroying confidential information

What sections are optional to include in a Technology Confidentiality Agreement?

1. Data Protection: Additional provisions for GDPR compliance when personal data is involved

2. Cross-Border Transfers: Provisions governing international transfer of confidential information

3. Intellectual Property: Additional provisions relating to IP ownership and rights when relevant to the confidential information

4. Security Measures: Specific technical and organizational security requirements for highly sensitive information

What schedules should be included in a Technology Confidentiality Agreement?

1. Description of Confidential Information: Detailed list or categories of protected information

2. Authorized Recipients: List of permitted recipients and their roles

3. Security Protocols: Technical and organizational security measures

4. Return/Destruction Certificate: Template for confirming information disposal

Authors

Alex Denne

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

Jurisdiction

England and Wales

Publisher

Ƶ

Cost

Free to use
Relevant legal definitions






























Clauses




























Industries

Trade Secrets (Enforcement, etc.) Regulations 2018: Key legislation implementing EU Trade Secrets Directive that defines trade secrets, their protection, and outlines remedies for misuse of confidential information

Data Protection Act 2018 and UK GDPR: Governs handling of personal data, including processing requirements, cross-border data transfer restrictions, and data security obligations

Copyright, Designs and Patents Act 1988: Covers protection of intellectual property rights, software and technology-related copyright, and database rights

Common Law Principles of Confidentiality: Establishes equitable duty of confidence, requirements for breach of confidence claims, and reasonableness of restrictions

Contract Law: Covers fundamental contract principles, consideration requirements, enforceability of terms, and reasonable restraint of trade

Computer Misuse Act 1990: Addresses unauthorized access to computer systems, protection against hacking, and cybersecurity considerations

Electronic Communications Act 2000: Governs electronic signatures and digital communications in legal agreements

Competition Law: Ensures compliance with Competition Act 1998 and prevents anti-competitive restrictions in agreements

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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