Confidentiality agreement template

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UK-specific Editable Instant download 12 months' updates

This Confidentiality Agreement provides a clear framework for protecting confidential business, employee, customer and other sensitive information shared or accessed during employment or other working arrangements. It helps establish what information must be kept confidential, how it should be used and what responsibilities apply to the individual.

Use this agreement to:

  • Set clear expectations around confidential information
  • Define how confidential information may be accessed and used
  • Protect business, customer, employee and commercially sensitive information
  • Confirm confidentiality obligations during and after the working relationship
Confidentiality agreement template
2026 Reviewed

What's included in this template?

This template brings together the key information, sections and considerations you need to create a clear, comprehensive and professional HR document. Preview the document below.

  • Definition and examples of confidential information
  • Permitted use and disclosure of confidential information
  • Responsibilities for protecting and handling information
  • Exclusions and circumstances where disclosure may be permitted
  • Return, deletion and continued confidentiality obligations
  • Confirmation and acceptance of the agreement

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This agreement is made between [name of organisation] and [name of individual] in connection with [their employment / engagement / working relationship] with the organisation.

The organisation may provide you with access to information that is confidential or commercially sensitive. This agreement explains your responsibilities in relation to that information.

Confidential information

For the purposes of this agreement, confidential information means information that is not generally available to the public and which the organisation considers confidential, commercially sensitive or otherwise requires to be protected.

This may include, but is not limited to, business plans, financial information, pricing and commercial information, customer and supplier information, employee information, intellectual property, systems, processes, product information, technical information and other information relating to the organisation's business.

Your responsibilities

You must keep confidential information secure and must not use, copy, disclose or share it except where this is necessary for your work or where you have appropriate authority to do so.

You must take reasonable care to prevent confidential information being accessed, lost, copied or disclosed by anyone who is not authorised to receive it.

You must comply with the organisation's relevant policies and procedures concerning information security, data protection, IT systems, records and the

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£9.99
Specifications
Access 12 months, with updates
Length 2 pages • 501 words
Jurisdiction England, Wales, Scotland
Based on UK law, ACAS guidance
Last review 16/09/2026
Next review 16/03/2027
Delivery Instant digital delivery
Formats .doc · .txt · email

What is a confidentiality agreement?

Confidentiality agreement template preview

This Confidentiality Agreement provides a practical framework for setting out an individual's responsibilities when they have access to confidential or commercially sensitive information. It can be adapted for employees, workers, contractors or other individuals where appropriate.

Defining confidential information

The agreement can identify the types of information that should be treated as confidential, such as business plans, financial information, pricing, customer information, intellectual property, processes, employee information and other information that is not generally available to the public.

Controlling the use of information

Confidential information should only be accessed, used or disclosed for legitimate purposes connected with the individual's work or other agreed activities. The agreement establishes clear expectations around preventing unauthorised access, copying, use or disclosure.

Protecting information

Confidentiality obligations should work alongside the organisation's information security, data protection and other relevant policies. Individuals should take reasonable care of confidential information whether it is held electronically, on paper or discussed verbally.

Obligations after the relationship ends

Confidentiality responsibilities can continue after employment or another working arrangement ends where appropriate. The agreement can confirm the individual's continuing responsibilities and the return or deletion of confidential information when access is no longer required.

Practical and proportionate obligations

The agreement should distinguish genuine confidential information from information that is already publicly available or which the individual is otherwise entitled to use or disclose. It should be drafted and applied proportionately and alongside any contractual, statutory or professional obligations that also apply.

Example

A business is appointing an employee who will have access to customer records, pricing information, internal processes and commercially sensitive business plans. The organisation asks the employee to sign a confidentiality agreement alongside their other employment documentation.

The agreement explains the types of information that should be treated as confidential and confirms that the employee should only use such information for legitimate work purposes. It also makes clear that confidential information should not be shared with colleagues who do not need access or with external parties without appropriate authority.

During employment, the employee is reminded that the agreement works alongside the organisation's data protection and information security policies. They are expected to take reasonable care when handling electronic and physical information and to report any suspected unauthorised disclosure or loss through the appropriate process.

When the employee leaves the organisation, access to systems is removed and company information is returned or deleted as appropriate. The employee is also reminded that relevant confidentiality obligations continue after employment where the agreement and applicable law provide for this.

The wider HR process

Related HR resources and workflow

Explore the HR resources that may be relevant before and / or after using the Confidentiality agreement, helping you understand the wider process, maintain appropriate documentation and follow a consistent approach.

This
Confidentiality agreement
Next
Letters
Reminder of confidentiality agreement letter

Send this letter if a former employee is alleged to be sharing confidential information, reminding them that their confidentiality obligations continue after employment.

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Implementation guidance

Use these best practice actions, recommended timescales and process stages to understand when and how the Confidentiality agreement should be used, helping ensure each step is handled consistently and appropriately documented.

Step Description Responsibility Timing
1 Identify the confidential information the individual is likely to access and consider the confidentiality requirements relevant to their role or relationship with the organisation. Manager / HR Before access is provided
2 Review the agreement and explain the individual's responsibilities, including how confidential information may be accessed, used, stored and disclosed. HR / Manager Before agreement is signed
3 Give the individual an opportunity to ask questions and ensure the agreement is understood before it is signed. HR / Individual Before signing
4 Monitor compliance with confidentiality and information-handling requirements through normal management, security and policy arrangements. Manager / Individual Throughout relationship
5 When the relationship ends or access is no longer required, recover or delete confidential information as appropriate and remind the individual of any continuing confidentiality obligations. HR / Manager On leaving / within 5 working days
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Common mistakes

Understand the common mistakes to avoid when using this HR template, helping you reduce risk, prevent unnecessary costs and ensure the process is handled correctly.

  • Defining confidentiality too broadly – identify genuine confidential information and avoid treating ordinary knowledge or publicly available information as confidential.
  • Ignoring permitted disclosures – consider circumstances where disclosure may be required or permitted by law or where appropriate authorisation has been given.
  • Relying on the agreement alone – confidentiality should also be supported by appropriate information security, data protection and workplace policies.
  • Failing to explain practical responsibilities – individuals should understand how confidential information is expected to be handled in their particular role.
  • Ignoring information held electronically – confidentiality obligations should cover information stored, accessed or communicated through digital systems as well as physical documents.
  • Forgetting continuing obligations – where appropriate, make clear what responsibilities continue after employment or another working relationship ends.
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HR considerations

UK employment law and best practice

This template is designed to support the process, but the document should be used alongside the relevant HR procedure and applied to the circumstances of the individual case.

Contractual confidentiality obligations

Confidentiality obligations may arise through an employee's contract, an express confidentiality agreement or the common law. Employers should ensure that any contractual confidentiality provisions are appropriately drafted and reflect the information and circumstances they are intended to protect.

Trade secrets and confidential business information

The Trade Secrets (Enforcement, etc.) Regulations 2018 provide protection for qualifying trade secrets and establish circumstances in which unlawful acquisition, use or disclosure may be addressed. A confidentiality agreement can provide an additional contractual framework for protecting confidential business information. https://www.legislation.gov.uk/uksi/2018/597/contents

Data protection

Where confidential information includes personal data, confidentiality arrangements should operate alongside UK data protection requirements. Organisations should have appropriate technical and organisational measures for protecting personal data and should ensure individuals understand their responsibilities when handling it. https://www.gov.uk/data-protection

Whistleblowing and protected disclosures

A confidentiality agreement should not be drafted or applied in a way that prevents an individual from making a protected disclosure where the law provides protection for doing so. Employers should ensure confidentiality provisions are consistent with applicable whistleblowing protections. https://www.gov.uk/whistleblowing

Freedom of expression and lawful disclosure

Confidentiality provisions should distinguish legitimate protection of confidential information from attempts to prevent lawful activities or disclosures. The agreement should therefore be proportionate and should recognise circumstances in which information may properly be disclosed.

Information security and access controls

A confidentiality agreement should form part of a wider approach to information security. Access should be limited appropriately, confidential information should be handled securely and arrangements should be in place for removing access and recovering information when an individual's role or relationship with the organisation ends.

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FAQs

What is a confidentiality agreement?

A confidentiality agreement is a legal agreement that sets out an individual's responsibilities for protecting confidential information. It can define the information covered, how it may be used and what restrictions apply to its disclosure.

Can a confidentiality agreement be used with employees?

Yes. Confidentiality obligations can be included in an employment contract or documented separately in a confidentiality agreement. The appropriate approach will depend on the organisation's circumstances and contractual arrangements.

Does confidentiality continue after employment ends?

It can. An agreement may provide for relevant confidentiality obligations to continue after employment ends, although the scope and duration should be appropriate to the information and circumstances involved.

Can an employee disclose confidential information if the law requires it?

There can be circumstances where disclosure is required or legally protected. Confidentiality provisions should therefore recognise lawful disclosures and should not be treated as preventing an individual from exercising rights or complying with legal obligations.

Does a confidentiality agreement replace a data protection policy?

No. Where personal data is involved, the agreement should work alongside the organisation's data protection, information security and other relevant policies. It does not replace the organisation's wider legal and operational responsibilities.

Why use HRDocBox rather than AI?

AI can produce a generic confidentiality agreement, but HRDocBox provides structured, UK-focused HR documentation designed around practical employer requirements. This agreement provides a clear starting point for setting confidentiality expectations while allowing the organisation to tailor the information and obligations to its circumstances.

How this content is developed and reviewed

The Confidentiality agreement template is developed using a practical HR methodology that considers current UK employment legislation, ACAS guidance, CIPD good practice and the real-world HR process it supports. Templates and supporting information are regularly reviewed and updated, with additional reviews triggered by significant changes to legislation, guidance or established HR practice, helping ensure each document remains practical, relevant and suitable for UK employers.

About the author

Darryl Horn, Chartered HR Director

Darryl is a Chartered HR professional with over 25 years' experience in senior HR and employee relations roles.

He has extensive practical experience of managing terms and conditions HR processes and founded hrdocbox to provide businesses with practical, professionally developed HR resources grounded in UK employment law and best practice.

HRDocBox has been creating practical UK HR documents since 2009.

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"Darryl provides support and advice with excellent judgement, and has a strong understanding of people, policies and UK employment legislation."

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