confidentiality agreement/NDA (non disclosure agreement), refers to an agreement between parties to the agreement to inform the other party of written or oral information about one party and agree not to disclose such information to any third party. If a party who is obliged to keep confidentiality violates the agreement and discloses confidential information to a third party, he or she will bear civil or even criminal liability.
Disclosure agreement generally includes confidential content, responsible entity, confidentiality period, confidentiality obligations and breach of contract liability. The confidentiality agreement can be divided into a one-party confidentiality agreement and a two-party confidentiality agreement. A unilateral confidentiality agreement refers to an agreement in which one party has a unilateral obligation to keep confidentiality to the other party.
Article 501 and Article 1039 of the Civil Code:
The parties shall not disclose or use improperly regardless of whether the contract is established or not; if the trade secret or information that the parties have learned during the conclusion of the contract, they shall bear the liability for compensation regardless of whether the contract is established; if the trade secret or information is leaked or improperly used, causing losses to the other party, they shall bear the liability for compensation.
The parties may not disclose or improperly use the trade secrets or other confidential information that are obtained in the course of including a contract, regardless of whether the contract is ultimately formed or not. The party that discloses or improperly uses such trade secrets or information and thus causes losses to the other party shall bear the liability for Compensation.
Article 1039 of the Civil Code:
State organs, statutory institutions that undertake administrative functions and their staff shall keep the privacy and personal information of natural persons known in the process of performing their duties and shall not disclose or illegally provide them to others.
State organizations and the chartered institutions assuming administrative functions as well as their staff shall keep confidential the privacy and the personal information of natural persons known to them during the performance of their responsibility, and may not disclose or illegally provide it to others.
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confidential relationship Trust relationship; trust relationship. It refers to a formal or informal trust relationship formed by one party trusting the other party, which exists between the parties and lawyers, principal debtors and guarantors, landlords and tenants, parents and children, guardians and wards, husbands and wives, deceaseds and heirs, trustees and trust beneficiaries, executors or property managers and creditors, legatees and allocators, appointed persons and appointees, partners and co-owners, etc. Since trustees rely entirely on and trust the trustees, some are still in a weak subordinate position, the law requires trustees to handle trustee affairs with the greatest integrity and shall not abuse or damage the rights and interests of the trustees.
confidential communication (Private) Private conversation; Private communication. Refers to conversations between spouses, doctors and patients, lawyers and clients, confessors and priests. In the British and American Evidence Law, such conversation content is protected by privileges and enjoyed by privileges, that is, one spouse, patient, party, confessor, etc. has the right not to disclose the conversation in court and to stop the other party who is talking to him from disclosing the conversation content. However, if an unnecessary third party is present during the conversation between the two parties, such conversation is not protected by privileges.
Reference bilingual examples:
This Code does not limit the obligations of any partner under existing non-compete, non-disclosure or other employment related agreements to which the partner is bound or the Company’s policies which cover the partner.
This Code does not limit the obligations required by any work partner under the current non-compete agreement, confidentiality agreement or other employment-related agreements or obligations stipulated in the Company’s policies.
Targeted at share of single or strategic cooperation projects and customer resource information and avoid
disclosure of customer information, we will sign Nondisclosure Agreement in advance and treat all business and technical information provided by customers as confidential and keep well.
For individual or strategic cooperation projects and the sharing of customer resource information to avoid customer information leakage, we sign a confidential agreement in advance. We regard all business and technical information provided by customers as confidential and keep it properly.
Source: Yiwen
