Free UK Mutual Non-Disclosure And Non-Compete Agreement

Posted by on May 25th, 2015  |  Last modified on May 30th, 2018

Last updated on May 30th, 2018 at 05:15 pm

The following link takes you to a template mutual non-disclosure (confidentiality) and non-compete (also referred to as ‘non-circumvention’) agreement that can be adapted to suit many different circumstances:

Mutual-Non-Disclosure-And-Non-Circumvention-Agreement

Words in capitals surrounded by square brackets indicate areas which you will need to amend, or where you need to add information, before removing both the capitalised words and square brackets. Do a ‘Ctrl F’ search for ‘[‘ to make sure all square brackets (and the capitalised words within them) have been replaced with relevant wording and party names.

DISCLAIMER: This document may not be suitable for your circumstances and we recommend you seek legal advice before using it. Jonathan Lea Limited does not take any responsibility for any events that arise as a result of your use of this document.

Note that a non-disclosure agreement is also referred to as a NDA or a confidentiality agreement. Not all NDAs will also contain the non-circumvention provisions that appear at clause 3 of our template agreement. This clause blocks the recipient of the confidential information from going directly to the discloser’s suppliers or clients with the intent to bypass (or circumvent) the disclosing party once the recipient has learnt the names of the discloser’s business partners.

NDA pic

Why sign a NDA?

The law relating to confidential information is often the only, or main, form of protection for commercially sensitive information, which cannot be protected in any other way. The registration of intellectual property rights, such as patents or trade marks, is only possible or practical in limited circumstances, while if you intend to protect your intellectual property and confidential information within a commercial agreement (such as a software licence) then it may take several weeks to finalise the paperwork.

What should a NDA include?

A confidentiality agreement should always contain the following key provisions:

1) A definition of the confidential information to be protected.

2) The obligation to keep the information secret and to use it only for the permitted purpose.

3) Circumstances in which the receiving party is permitted to disclose the information.

4) The duration of the agreement.

About Jonathan Lea

Jonathan is a specialist business law solicitor who has been practising for over 18 years, starting at the top international City firms before then spending some time at a couple of smaller practices. In 2013 he started working on a self-employed basis as a consultant solicitor, while in 2019 The Jonathan Lea Network became a SRA regulated law firm itself after Jonathan got tired of spending all day referring clients and work to other law firms.

The Jonathan Lea Network is now a full service firm of solicitors that employs senior and junior solicitors, trainee solicitors, paralegals and administration staff who all work from a modern open plan office in Haywards Heath. This close-knit retained team is enhanced by a trusted network of specialist consultant solicitors who work remotely and, where relevant, combine seamlessly with the central team.

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