Candidate Non-Disclosure Agreement - Template and Example

Candidate Non-Disclosure Agreement - Template and Example

To download the Template and Example documents, scroll down the screen, hover over the attachment and click the download link.

 

From:

The Directors

Recruiter Company Name (Company number 0000000)

Address 1, Address 2, Address 3, Address 4, Postcode, UNITED KINGDOM ("we", "us", "our")

 

To:

«Candidate_Title» «Candidate_Forename» «Candidate_Surname»

«Candidate_A1», «Candidate_A2», «Candidate_A3»

«Candidate_A4» «Candidate_Postcode» ("you", "your")

 

Date:                      XXXX

Dear «Candidate_Title» «Candidate_Surname»

Introduction to Client

We propose to introduce you to our Client with a view to you and the Client meeting together to discuss entering into a potential business relationship whereby you may be engaged or employed by the Client ("the Purpose").

You acknowledge that the introduction is of a highly sensitive nature and that the identity and intentions of the Client must be kept strictly confidential.  Accordingly, in consideration of us introducing you to our Client and making information regarding the Client available to you, you agree to comply with the terms of this letter.


"Client" the Client we introduce to you in relation to the Purpose.


"Confidential Information" all confidential information disclosed by us and the Client in relation to the Client and the potential vacancy with the Client including (without limitation) all background information, documentation and verbal disclosures made by us and/or the Client in relation to the Purpose.

Confidential Information does not include information that you can show, to our reasonable satisfaction:

1.1.1       is or becomes available to the public other than as a result of a breach of this letter by you; or

1.1.2       becomes available to you on a non-confidential basis from a third party who is not bound by an obligation of confidentiality or is prohibited from disclosing the information to you; or

1.1.3           was lawfully in your possession before the information was disclosed by us.

"Purpose" has the meaning given to it in the introduction to this letter

2.     Obligations of confidentiality

2.1     You shall keep the Confidential Information confidential and, except with our prior written consent you shall not.
2.1.1       use the Confidential Information in any way except for the Purpose;
2.1.2       disclose or make available the Confidential Information in whole or in part to any third party; or
2.1.3       copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose.
2.2     You may disclose Confidential Information to the extent required by law, by any governmental or other regulatory authority, or by a court or other authority of competent jurisdiction provided that you will use your best endeavours (where it is legally permitted to do so) to give us as much notice of this disclosure as possible.


3.1     At our request and upon termination of this letter, you shall:
3.1.1       return to us all documents and materials (and any copies) containing or based on the Confidential Information;
3.1.2       erase all the Confidential Information which is stored by you in electronic form (to the fullest extent possible); and
3.1.3       certify in writing to us that you have complied with the requirements of this clause.
3.2      We make no express or implied warranty or representation concerning the accuracy or completeness of the Confidential Information.

4.1     If either of us decide not to become involved in, or not to continue to be involved in, the Purpose we shall notify the other party in writing immediately. The obligations of each party shall, notwithstanding any earlier termination of negotiations or discussions between the parties in relation to the Purpose, continue without limit in time, unless the parties expressly agree otherwise in writing.

This letter shall be governed by and construed in accordance with the laws of England and Wales and the parties agree that the courts in England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this agreement.

Please sign and return the duplicate of this letter to confirm you agree to be bound by its contents.

Yours faithfully

INSERT SIGNATURE

Name

Job Position

For and on behalf of Recruiter Company Name

I confirm I have read, understood and agree to be bound by the contents of this letter.

 

…………………………………………

 

Signed by «Candidate_Forename» «Candidate_Surname»

 

Date: …………………….…………


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