The Non Disclosure Non Solicitation Agreement is essential for businesses operating in England and Wales who need to protect their confidential information while also preventing the solicitation of their employees, customers, or business contacts. This dual-purpose agreement is particularly valuable during business negotiations, potential partnerships, or when engaging with contractors who may have access to sensitive information and key relationships. The agreement combines robust confidentiality provisions with carefully crafted non-solicitation clauses, ensuring compliance with English law requirements for reasonable restrictions and legitimate business interest protection.
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1. Parties: Identification and details of the contracting parties
2. Background: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Confidentiality Obligations: Core confidentiality provisions and permitted uses of confidential information
5. Non-Solicitation Provisions: Restrictions on soliciting employees, customers, or suppliers
6. Duration: Time period for confidentiality and non-solicitation obligations
7. Return of Confidential Information: Obligations regarding return or destruction of confidential materials
8. Governing Law and Jurisdiction: Applicable law and courts having jurisdiction
1. Intellectual Property Rights: IP ownership and licensing provisions - include when confidential information includes IP rights
2. Data Protection: Specific provisions for handling personal data - include when personal data is involved
3. Non-Competition: Additional competitive restrictions - include when broader protection against competition is needed
4. Survival: Provisions that continue after termination - include when certain obligations should extend beyond agreement term
1. Schedule of Confidential Information: Detailed list of information covered by the agreement
2. Schedule of Permitted Recipients: List of authorized persons who may access confidential information
3. Schedule of Restricted Customers/Suppliers: List of entities covered by non-solicitation provisions
4. Data Processing Schedule: Details of personal data processing activities if applicable
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