Confidentiality Agreement

Document Template

CONFIDENTIALITY AGREEMENT

[city]
[date]

Individual entrepreneur Ulyanov Alexey Yuryevich, operating under the registered business name Lab of Cyber Solutions (Лаборатория кибер-решений), hereinafter referred to as the “Service Provider”, on the one hand, and [client name / full name], hereinafter referred to as the “Client”, on the other hand, jointly referred to as the “Parties”, enter into this confidentiality agreement as follows.

1. Subject of the Agreement

The Parties agree not to disclose or use outside the purposes of the project any confidential information that one Party provides to the other in connection with negotiations, audits, diagnostics, support, development, infrastructure administration, website maintenance, process automation or any other agreed work.

2. What Is Considered Confidential Information

• logins, passwords, access keys, backup codes, SSH keys, tokens, certificates, backups and any other technical access credentials;
• infrastructure diagrams, server configurations, network parameters, information about security tools and diagnostic logs;
• source code, databases, project documentation, commercial terms, estimates, project correspondence and internal regulations;
• any other materials that should reasonably be regarded as non-public by their nature, content or marking.

3. Obligations of the Parties

• use confidential information only for the purposes of the project and only to the extent necessary to perform the work;
• not disclose confidential information to third parties without the written consent of the other Party, except where disclosure is required by law or necessary to perform the project within an agreed circle of participants;
• take reasonable organisational and technical measures to protect the information from loss, disclosure, copying and unauthorised access;
• upon request of the other Party, stop using the information and return or destroy the relevant materials to the extent permitted by law and by document retention obligations.

4. What Is Not Considered Confidential

• information that was already publicly available at the time of disclosure without breach of this agreement;
• information lawfully obtained by the receiving Party from a third party without a non-disclosure obligation;
• information that must be disclosed under a legal requirement, court order or request of an authorised state body, provided that the disclosing Party is informed of such requirement where reasonably possible.

5. Duration of the Confidentiality Regime

The confidentiality obligations take effect from the moment information is actually shared and remain in force for [3 / 5] years after negotiations are terminated or the project is completed, unless the Parties agree on a different term in writing.

6. Return and Destruction of Materials

Upon written request from the disclosing Party, the receiving Party shall within a reasonable time return the information carriers or confirm destruction of the materials and access credentials, except for copies that must be retained by law, accounting rules, information security requirements, backup policies or for the protection of its rights in a dispute.

7. Liability

The Party that breaches this agreement shall compensate the other Party for documented losses to the extent provided by applicable law and, where relevant, by the terms of the main contract.

8. Final Provisions

• this agreement may be signed as a standalone document or used as an appendix to a services agreement;
• all amendments and additions are valid only if made in writing;
• the law of the Republic of Kazakhstan applies to this agreement unless the Parties agree otherwise in writing;
• disputes shall be resolved through negotiations and, if unresolved, in accordance with the laws of the Republic of Kazakhstan.

Signatures of the Parties