Simple Confidentiality Agreement Sample

When it comes to protecting sensitive information, a confidentiality agreement is an essential document that outlines the terms and conditions for keeping that information confidential. Whether you’re a freelancer working remotely or a small business owner, a confidentiality agreement is a valuable tool to safeguard your trade secrets, client data, and other confidential information.

While you can hire a lawyer to draft a confidentiality agreement for you, there are also many simple templates available online. In this article, we’ll take a closer look at what a confidentiality agreement entails and provide a sample you can use as a starting point.

What is a confidentiality agreement?

A confidentiality agreement, also known as a non-disclosure agreement (NDA), is a legally binding contract between two or more parties that outlines what information is considered confidential and how that information should be treated. The agreement ensures that sensitive information is not shared or used by unauthorized parties.

Why are confidentiality agreements important?

Confidentiality agreements are crucial because they protect your business’s trade secrets, client data, and other sensitive information from being stolen or leaked. It’s essential to keep certain information confidential to maintain your business’s competitive edge and protect your clients’ privacy.

Sample Simple Confidentiality Agreement

Here’s a confidentiality agreement sample you can use as a starting point. Keep in mind that this is a basic template and should be tailored to your specific needs and requirements.

[Name of Company] Confidentiality Agreement

This Confidentiality Agreement (“Agreement”) is made and entered into on [date] by and between [Name of Company], a [state] corporation with its principal place of business at [address] (the “Company”), and [Name of Individual or Entity], with its principal place of business at [address] (“Recipient”).

WHEREAS, the Company desires to disclose certain confidential information to the Recipient, and

WHEREAS, the Recipient agrees to receive such confidential information and to treat such confidential information in the manner set forth in this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, the parties agree as follows:

1. Definition of Confidential Information

“Confidential Information” means any and all proprietary information and trade secrets, including, but not limited to, technical information, business plans, customer data, marketing strategies, financial information, and any other information that is considered confidential.

2. Obligations of Recipient

The Recipient agrees to:

a) Use the Confidential Information only for the purpose of [insert purpose];

b) Keep the Confidential Information confidential and not disclose the Confidential Information to any third party without the express written consent of the Company;

c) Limit access to the Confidential Information to those employees, contractors, or agents who have a need to know and who have signed a confidentiality agreement with the Recipient; and

d) Immediately notify the Company in writing of any unauthorized use or disclosure of the Confidential Information.

3. Term of Agreement

This Agreement shall remain in effect for a period of [insert term] from the date of the first disclosure of Confidential Information.

4. Termination of Agreement

This Agreement may be terminated by either party by giving written notice to the other party. Upon termination, the Recipient shall immediately return all Confidential Information to the Company.

5. Remedies

The parties agree that any breach of this Agreement may cause irreparable harm to the Company, and that the Company shall be entitled to seek injunctive relief, in addition to any other remedies available at law or in equity.

6. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of [insert state], without giving effect to any principles of conflicts of law.

7. Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior negotiations, understandings, and agreements between the parties with respect to the subject matter hereof.

8. Amendment

This Agreement may not be amended or modified except in writing signed by both parties.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.

[Name of Company]

By: ________________________

Authorized Signature

[Name of Individual or Entity]

By: ________________________

Authorized Signature


A confidentiality agreement is an essential document that protects your business from potential harm caused by the disclosure of sensitive information. While it’s always best to consult with a lawyer to create a legally binding document, a simple template can be a great starting point. Use the sample agreement we’ve provided as a guide, but remember to tailor it to your specific needs and requirements.

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