Free Handyman Service Non-Disclosure Agreement Template
Handyman Service Non-Disclosure Agreement
This Handyman Service Non-Disclosure Agreement (the "Agreement") is entered into as of the 1st day of January, 2050, by and between [Your Company Name], located at [Your Company Address] ("Disclosing Party"), and [Client Name], residing at [Client Address] ("Receiving Party").
The purpose of this Agreement is to protect the confidentiality of certain proprietary and confidential information disclosed in connection with the provision of handyman services. Both parties agree to the following terms and conditions:
1. Definitions
1.1 Confidential Information
Confidential Information refers to all non-public information, whether written, oral, electronic, or visual, disclosed by the Disclosing Party to the Receiving Party in connection with the handyman services. This includes, but is not limited to:
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Technical Information: Detailed blueprints, architectural designs, construction plans, proprietary methods and processes, software or systems used in operations, and any other information related to specific technical procedures. For example, any special equipment or techniques used to perform a plumbing repair or electrical installation.
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Business Information: Pricing structures, customer lists, project timelines, payment terms, service contracts, and marketing or advertising strategies, such as discounted service offers or seasonal promotion details that are not publicly disclosed.
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Service-Specific Details: Any assessments, evaluations, or customized project plans made in preparation for providing services, including property evaluations, repair strategies, and unique customer requirements.
These types of information are valuable assets and require strict confidentiality to maintain the competitive edge of the Disclosing Party in the market.
1.2 Exclusions from Confidential Information
Confidential Information does not include:
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Public Information: Information that has been disclosed or made available to the public, through no fault of the Receiving Party, such as a service being advertised publicly or a project being featured in a public forum or news outlet.
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Third-Party Disclosures: Information that was lawfully received from a third party without any obligation of confidentiality or restriction. For instance, a supplier providing an invoice that does not contain proprietary information under the ownership of the Disclosing Party.
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Independent Development: Information that is independently created by the Receiving Party without reference to or reliance upon the Confidential Information. For example, if the Receiving Party designs a similar product independently, it would not fall under Confidential Information.
2. Obligations of the Receiving Party
2.1 Use of Confidential Information
The Receiving Party agrees to use the Confidential Information solely for the purpose of completing the handyman services and not for any other purpose. This includes:
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Completion of Projects: Using confidential designs, cost estimates, and repair details only to fulfill the specific project for which they were provided.
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Avoiding Personal Gain: Ensuring that the information is not used to benefit the Receiving Party’s own business or any third parties, either directly or indirectly.
Any misuse or diversion of Confidential Information for personal or financial gain is strictly prohibited and may result in legal action, including claims for financial restitution or damages.
2.2 Non-Disclosure Obligation
The Receiving Party agrees to:
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Keep Information Confidential: Safeguard the confidentiality of the Disclosing Party's information with the same degree of care that the Receiving Party uses for its own confidential materials, and no less than a reasonable standard of care. This includes preventing unauthorized access and sharing of information.
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No Unauthorized Sharing: Not disclose any confidential details to any third parties, including subcontractors or employees not involved in the specific project. If disclosure is necessary, the Receiving Party must obtain written approval from the Disclosing Party first.
2.3 Safeguards
The Receiving Party agrees to implement stringent safeguards to protect the Confidential Information, including:
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Data Protection: Use of password protection, encryption, or other digital security measures for electronic data storage.
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Physical Security: Ensuring that any hard copies of the Confidential Information are securely stored in locked cabinets or rooms, with access limited to authorized personnel only.
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Restricted Access: Limiting the number of individuals who are privy to the Confidential Information, based on necessity and job responsibility.
3. Obligations of the Disclosing Party
3.1 Provision of Accurate Information
The Disclosing Party shall ensure that all provided Confidential Information is accurate, clear, and relevant for the purpose of providing handyman services.
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Verification of Data: The Disclosing Party agrees to verify all project details and ensure that all technical data provided to the Receiving Party is up-to-date and correct.
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Timely Disclosure: The Disclosing Party agrees to provide the necessary Confidential Information in a timely manner, so the Receiving Party can perform services according to the agreed-upon timelines.
3.2 Notification of Disclosure Breach
The Disclosing Party agrees to notify the Receiving Party promptly if there is any unauthorized access, use, or disclosure of Confidential Information. This includes:
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Immediate Action: The Disclosing Party will provide any available evidence or details of the breach and assist in mitigating any potential damage caused by such disclosure.
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Cooperation: Both parties agree to cooperate in identifying the source of the breach and in preventing further unauthorized disclosures.
4. Exclusions
4.1 Permitted Disclosures
The Receiving Party may disclose Confidential Information only in the following circumstances:
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To Employees or Contractors: Confidential Information may be disclosed to employees, contractors, or agents who need to know the information to perform their duties related to the handyman services. These individuals must be bound by similar confidentiality obligations.
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Legal Requirements: If the Receiving Party is compelled by law, regulation, or court order to disclose Confidential Information, they must provide prompt written notice to the Disclosing Party, unless prohibited, so that the Disclosing Party may seek an appropriate protective order.
The Receiving Party is not held liable for such disclosures as long as the proper procedure is followed.
5. Term and Termination
5.1 Duration of Agreement
This Agreement shall remain in effect for a period of [5] years from the date of execution or until the Confidential Information no longer qualifies as confidential, whichever is earlier.
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Extension of Term: If the parties agree, this term may be extended for additional periods, by mutual written consent, to continue protecting any ongoing confidential relationships.
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Ongoing Obligations: Even after the termination of this Agreement, the obligations of confidentiality regarding any disclosed Confidential Information shall remain in effect until the information no longer qualifies as confidential.
5.2 Return or Destruction of Confidential Information
Upon termination of this Agreement or upon completion of the handyman services, the Receiving Party agrees to return or securely destroy all Confidential Information in the following manner:
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Physical Copies: Return any hard copies of Confidential Information, including any documents or printed materials that were provided.
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Digital Copies: Delete or erase any electronic copies, including files stored on devices, cloud storage, or email systems. This should be done securely to ensure that no data can be recovered.
Failure to comply with these requirements could result in a breach of the terms of the Agreement and could require the Receiving Party to pay damages up to [$100,000] for the loss of confidentiality.
6. Remedies
6.1 Injunctive Relief
The Receiving Party acknowledges that any breach of this Agreement, including unauthorized disclosure or misuse of Confidential Information, may result in irreparable harm to the Disclosing Party, which may not be adequately compensated through monetary damages.
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Injunctive Action: The Disclosing Party may seek immediate injunctive relief to prevent further unauthorized use or disclosure, without the need to demonstrate actual damages.
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Legal Action: In addition to seeking an injunction, the Disclosing Party may seek all available legal remedies, including financial compensation, for damages resulting from a breach of confidentiality.
6.2 Liability for Damages
The Receiving Party acknowledges that any unauthorized disclosure or misuse of Confidential Information could lead to substantial damages. The Receiving Party agrees to pay the Disclosing Party for all direct and indirect damages, including but not limited to:
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Loss of Business or Reputation: Damages arising from the loss of customers or harm to the reputation of the Disclosing Party due to the unauthorized disclosure.
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Consequential Losses: Lost business opportunities or competitive advantage resulting from the leakage of Confidential Information.
In no event shall the Receiving Party’s liability exceed [$50,000] per breach, unless otherwise agreed in writing.
7. Miscellaneous
7.1 Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of [State], without regard to its conflict of laws principles.
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Dispute Resolution: Any dispute or claim arising out of or in connection with this Agreement shall be resolved through binding arbitration in the State of [State], under the rules of the American Arbitration Association (AAA).
7.2 Entire Agreement
This Agreement constitutes the entire understanding between the parties regarding the subject matter and supersedes any prior agreements or understandings.
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No Oral Modifications: No oral statements or prior written material not specifically incorporated herein shall be of any force and effect.
7.3 Amendments
This Agreement may only be modified by a written amendment signed by both parties. Any modifications or amendments must be signed and dated by the authorized representatives of both parties to be valid.
8. Signatures
Both parties agree to the terms outlined in this Agreement:
Disclosing Party
Name:
Title:
Date:
Receiving Party
Name:
Title:
Date:
