Whether in the context of a commercial
, an employment contract, or work or services
by a self-employed individual, a confidentiality agreement allows one party
specify the type of information to be kept confidential. This agreement could also contain clauses relating to non-competition and non-solicitation of clients or staff.
As part of a "confidentiality" agreement related to the purchase or sale of a business (the "
the terms of the Commitment ”), the prohibitions on the use by the recipient of
information belonging to the discloser (the “ Information ”), including
use made directly or indirectly and for
reason whatsoever, are generally as follows:
-
use it for one's own benefit or that of a third party, unless
information is in the public domain, nor use it in a way
is detrimental to the discloser;
- not to exchange,
, reveal, reproduce, use, retain, dispose of or
or deliver the Information transmitted by the discloser;
- not to give access to the Information to a third party and to take
precautions to protect its confidentiality;
- limit access
Confidential Information, if appropriate;
-
to make, nor allow to be made, any copy or other reproduction of
Discloser's Information except for a single copy
archiving purposes which remains the exclusive property of the Discloser;
-
the discloser of any
use of the Information;
- ensure compliance at all times with
applicable legislation concerning personal information.
If the
fails to comply with their obligations, the Undertaking may also provide
the imposition of a penalty. However, the recipient will
be in breach of their confidentiality obligation if any applicable law
them to disclose, in whole or in part, the Information to
person, organization, or government authorized to demand such disclosure, or if
court so orders. The recipient may also be required to hand
the Information when requested to do so by the discloser or destroy the Information
their own volition and provide a written statement to the discloser.