As an employee, you may be asked to sign an employer confidentiality agreement which states that you will not disclose certain information about the company to outside parties. This agreement is essential to protect the company`s trade secrets, customer information, and other proprietary information from falling into the wrong hands.

If you`re an employer looking for a sample confidentiality agreement to protect your company`s interests, there are some important things to keep in mind. First of all, you want to make sure the agreement is legally binding and enforceable. To do this, you should consult with an attorney to draft the agreement or review an existing agreement.

Secondly, the agreement should be specific enough to cover all areas of the company that need protection. For example, it should cover any confidential information related to the company`s products, services, and business operations. It should also cover any confidential information related to the company`s customers, employees, and other stakeholders.

Finally, the confidentiality agreement should be easy to understand and written in plain language. This ensures that all employees, regardless of their level of education or experience, can understand the terms of the agreement and the consequences of violating it.

Here is a sample employer confidentiality agreement:


This Confidentiality Agreement (“Agreement”) is made and entered into as of [DATE] (“Effective Date”) by and between [COMPANY NAME] (“Company”) and [EMPLOYEE NAME] (“Employee”).

WHEREAS, Employee will receive access to certain confidential and proprietary information belonging to Company; and

WHEREAS, Company desires to protect its confidential and proprietary information from unauthorized disclosure or use;

NOW, THEREFORE, for and in consideration of the foregoing premises, the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

1. Nondisclosure of Confidential Information. Employee agrees that he or she will not directly or indirectly, disclose, use, copy, modify, distribute, or otherwise make available to any third party any of the confidential and proprietary information of Company unless required to do so by law.

2. Definition of Confidential Information. “Confidential Information” shall include any information concerning the business, products, services, operations, financial condition, customers, or other affairs of Company that is not generally known to the public.

3. Exclusions. The obligations set forth in this Agreement shall not apply to any information that:

a. Was already known to Employee prior to receipt from Company;

b. Is or becomes generally known to the public through no fault of Employee;

c. Is rightfully received by Employee from a third party without any obligation of confidentiality; or

d. Is independently developed by Employee without use of Company`s confidential information.

4. Ownership of Confidential Information. All Confidential Information provided to Employee by Company shall remain the exclusive property of Company.

5. Return of Confidential Information. Upon termination of employment, Employee shall immediately return all Confidential Information to Company, or certify in writing that all such Confidential Information has been destroyed.

6. Remedies. Employee agrees that any breach of this Agreement will irreparably harm Company and that monetary damages will not be a sufficient remedy. Therefore, in addition to any other remedies available at law or in equity, Company shall be entitled to injunctive relief without the need to post bond or other security.

7. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the state of [STATE].

8. Entire Agreement. This Agreement constitutes the entire understanding between the parties and supersedes all prior negotiations, understandings, and agreements, whether written or oral.

9. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective Date.


By: ______________________________

Its: ______________________________


By: ______________________________

Its: ______________________________

In conclusion, an employer confidentiality agreement is crucial to protect your company`s proprietary information. By using a well-drafted confidentiality agreement, you can ensure that your employees are aware of their obligations to keep confidential information safe and secure. Remember to consult with an attorney to ensure that your agreement is legally binding and enforceable.