ICC Model Contract Confidentiality and Confidentiality Clause

No. E833E

ISBN : 978-92-842-0679-7

Before entering a business transaction, companies of all sizes have to consider how to protect sensitive information by drafting a non-disclosure agreement. As each company tries to build a confidentiality contract in its favour, the process may often cause long discussions, delays and higher transaction costs.

To minimise the time and efforts spent on negotiations, the International Chamber of Commerce (ICC) has developed two model contracts – the ICC Model Confidentiality Agreement and ICC Model Confidentiality Clause. Aimed to assist business people and lawyers who are not necessarily experts on the subject, ICC offers a balanced cross-sectorial model taking into account interests of both disclosing and receiving parties.

Moreover the models can be used in relation to all kinds of confidential information and a wide variety of business transactions. They provide to industry and commerce a common platform acceptable in different jurisdictions and countries.

Each ICC Model Contract includes a fully editable version in Microsoft Word, permitting you to easily adapt the contract to your specific case.

Code ISBN : 978-92-842-0679-7
Number of pages : 16
Publishing date : 2024
Language : English
Format in cm : 21*29.7

Foreword..... 4

Part I

Introduction..... 5

Part II

ICC Model Confidentiality Agreement..... 7

  1. Parties..... 7
  2. Preamble..... 7

Article 1         Definitions...... 7

Article 2         Definition of Confidential Information..... 7

Article 3        Obligation to keep confidential and restrictive use..... 8

Article 4        Exclusions from obligation to keep confidential and restrictive use..... 8

Article 5         Copies..... 8

Article 6         Refusal..... 8

Article 7         No license or ownership...... 8

Article 8         No warranty..... 9

Article 9         No further obligations..... 9

Article 10       Term and termination..... 9

Article 11       Survival of obligations..... 9

Article 12       Breach and remedies..... 9

Article 13       Disposal..... 9

Article 14       Protective order..... 10

Article 15       Good faith and fair dealing..... 10

Article 16       Dispute resolution..... 10

Article 17       Applicable law..... 10

Article 18       No assignment..... 10

Article 19       Written form...... 10

Article 20      Default rules...... 11

Part III

ICC Confidentiality Clause 2016..... 12

About the International Chamber of Commerce (ICC)..... 15

ICC Publications..... 16