Confidentiality terms tailored to independent contractors, including rules for handling client materials, credentials, and devices during and after the engagement. Pairs with your independent contractor agreement.
This agreement sets the confidentiality obligations of an independent contractor who will access non-public information while providing services. It supplements, and does not replace, the services agreement between the parties.
This agreement is between Company name (the "Company") and Contractor full name (the "Contractor"), providing services described as Services description. It takes effect on Effective date.
If the Contractor is legally required to disclose confidential information, the Contractor will disclose only what is required and, where lawful, give the Company prompt written notice first so it can seek protective treatment.
When the engagement ends, or earlier on request, the Contractor will return or permanently delete all confidential information and copies in their possession — including local files, notes, and exports — and confirm completion in writing. Copies retained by law or routine automated backup remain subject to this agreement.
These obligations apply during the engagement and continue for Confidentiality period after engagement after it ends. Obligations for trade secrets and for third-party personal data continue for as long as the law protects them.
Contractor: ✍ Contractor signature Date: Contractor signature date
For the Company: ✍ Company signature Date: Company signature date
Highlighted fields are filled in when you customize and send this document on Diiirect.
Not legal advice
This template is provided for general informational purposes only and is not legal advice. Laws differ by jurisdiction and change over time — have a qualified professional review any document before you rely on it.
An onboarding acknowledgment confirming that a new team member has read and understood their confidentiality obligations, what counts as confidential, and how to handle and report incidents.
An addendum setting a processor's obligations when handling personal data on a company's behalf: processing scope, confidentiality, security measures, sub-processors, breach notice, and deletion at the end of services.
An employee-facing invention assignment covering inventions made during employment, a placeholder for statutory carve-outs, a duty to disclose, and cooperation on filings. Sign at or before the start date.
Assigns work-product intellectual property to the company, with definitions, a moral-rights waiver, a prior-inventions schedule, and further-assurances duties. Use it with employees or contractors creating work for the business.
A short, candidate-friendly NDA for interviews and work trials where the candidate will see sensitive material such as roadmaps, code, or customer data. Scoped to the hiring process only.
A two-way NDA for exploratory business conversations where both sides will share sensitive material. Covers what counts as confidential, standard exclusions, permitted disclosures, and how long the obligations last.