draft confidentiality undertaking


Dear ?

Confidentiality Undertaking - In consideration of the disclosure to us of certain information to enable us to perform our duties as Edward & Associates, we hereby agree to use our best endeavours to abide by the terms of this letter with respect to the holding in confidence of information emanating from you. As used in this letter, the term "confidential information" shall mean any information emanating from you, in any form, and not in the public domain, including any compilations of otherwise public information in a form not in the public domain. It is understood that the term "confidential information" is not meant to include any information which:

• (a) at the time of disclosure, is in the public domain; or
  
• (b) after disclosure, enters the public domain unless the entry of that information is as a result of any breach of this Undertaking.

We further agree to limit the disclosure of any confidential information given to us, to permit us to advise our client, to our staff, permenant and contract, and outside experts we use as specialist advisors as may be necessary for the purposes of assessing or defining the Client's requirements.

Upon termination of the Agreement, we agree to return, unless you shall have agreed otherwise in writing, any confidential material emanating from you or prepared by us for the purposes of the Proposal.


Signature .......................... Date........................

For and on behalf of
Edward & Associates