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The Management,
Subject: Confidentiality Agreement
During the course of our business activities, ABC COMPANY and its Clients are required
to be part with Certain proprietary Documents / Software / Drawings / Materials /
Information etc. in written / printed / verbal / graphic / machine readable and / or sample
from ( hereinafter referred to as Data) with You, which is highly confidential in
ABC COMPANY has agreed to part with the said Data subject to projects undertaken,
furnishing an undertaking for ensuring the confidentiality of the same for a period of 20
years from the date of this Confidentiality Agreement (hereinafter referred to as
Agreement) and indemnifying ABC COMPANY to that effect.

-2In view of the above, I _________________________________ in my capacity as an employee

with ABC COMPANY now give my unconditional and unequivocal undertaking as
detailed herein below :
1. I hereby unconditionally and unequivocally agree and undertake for self to take
onerous responsibility NOT to disclose any of the above-referred data or any
related information obtained from discussions / meetings / tele-conf / videoconference etc. received by us. I undertake to strictly adhere to the same.
2. I undertake to use and utilize the Data made available to me exclusively for the
specific work as stated in the above-referred subject that is to be undertaken by
me and not for any other purpose(s) or reason(s) whatsoever.
3. I hereby agree that ABC COMPANY shall retain all copyright and other
intellectual property rights in everything developed including knowledge,

products, systems, methodologies, software etc. either before or during the

course of our interactions.
4. I hereby agree to NOT make additional copies of the data, unless I have prior
written consent for the same from ABC COMPANY.
5. I hereby further agree and undertake to return the said data made available to me
and not to
use the same post till the end of my employment with ABC COMPANY.
6. I shall be liable to ABC COMPANY for any loss or damage direct or indirect
due to any reason
whatsoever, that ABC COMPANY may incur or suffer due to any action or
omission on my part.
7. It is acknowledged that the obligations and restrictions contained in this
Agreement do not
apply to information that becomes public knowledge other than by breach of this
or which is required to be disclosed by any legal or professional obligation or
8. I hereby agree to follow all the policies of ABC COMPANY
This undertaking has been executed by me with my free consent and I hereby agree
to abide by the same in its true spirit and meaning.

Thanking you,

(Signature & Full Name along with Designation)