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CCTV Project Confidentiality Agreement

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0% found this document useful (0 votes)
70 views2 pages

CCTV Project Confidentiality Agreement

Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as DOCX, PDF, TXT or read online on Scribd

Document Reference: MCC/SMS/NDA-v0.

Ref. No.:
Date:

CONFIDENTIALITY UNDERTAKING

Company Name (hereinafter “Undersigned”), hereby makes the following undertaking regarding
matters of confidentiality and nondisclosure under its agreement (hereinafter “Contract”) with the
Name of Client (hereinafter “Client”) with respect to the installation of CCTV Systems (hereinafter
“Project”) for which the Contract was signed between the Client and the Undersigned.

For purposes of this Confidentiality Undertaking “Confidential Information” means all development,
marketing, financial, proprietary, organizational, management, administrative, technical and other
information (including, without limitation, all technical information, photographs, films agreements,
reports, files, books, logs, charts, records, studies, surveys, schedules, specifications, processes, plans,
maps, statistical information and customer data/lists) which is not generally available in the public
domain. The term “Confidential Information” also includes all reports, memoranda, notes, documents
and other media containing confidential information, as well as any copies and extracts of Confidential
information and any computer-generated studies and data containing Confidential Information.

The undersigned undertakes to keep secret and not divulge to third parties, without the written consent
of the Monitoring & Control Centre (Source), the following:

a. Any and all Confidential Information in connection with the Project that is furnished or disclosed
to the Undersigned by, or acquired by the Undersigned directly or indirectly from any inputs
including but not limited to the Client and/or Source or their officers, agents and contractors;

b. Any and all Confidential Information regarding the Undersigned’s role, duties and obligations
under the Contract; and

c. Any and all Confidential Information relating to the Undersigned’s findings, opinions,
photographs, films, recommendations, work product and deliverables under the Contract.

The Undersigned undertakes to use its best efforts to prevent the unauthorized use, disclosure or
availability of any Confidential Information which it receives in connection with the Project and/or
Contract. Such efforts shall include, among other things, securing writings, documents and other media
containing such Confidential Information in a safe or locked file cabinet or the equivalent.

Upon termination of the Contract, the Undersigned shall either return to the Client or, if requested by
the Client, destroy all copies of any media or materials containing Confidential Information. Upon
request, the Undersigned agrees to certify it has completed such action.

The Undersigned acknowledges and agrees that the unauthorized use or disclosure of any Confidential
Information by the Undersigned in violation of this Confidentiality Undertaking will cause substantial
damage to the Client and /or Source. In the event of any violation of this undertaking, the Undersigned
will be subject to all penalties stipulated in the UAE’s law. The Undersigned shall notify Client and/or
Source immediately and cooperate with them at their requests, upon discovery of any loss or
compromise of Confidential Information related to the Project and/or Contract.

Now withstanding paragraph 2 above, the Undersigned shall be entitled to disclose Confidential
Information to any of its directors, employees, agents, sub-contractors and professional advisers as are
required in the course of their duties to receive and consider the same for the purpose of the Contract.
The Undersigned shall procure that all such persons are bound by written agreement to the duties of
confidentiality and non-disclosure as set forth herein.

No reference to the Project or the Contract may be made in any advertisement, brochure, circular or
other promotional document issued by or on behalf of Undersigned or any of its affiliates, which is
intended to interest or attract potential customers, unless Source has previously received and approved
in writing a copy of all such references.

The provisions of this Confidentiality Undertaking shall survive the expiration or termination of the
Contract for an unlimited period of time.

__________________________
The Undersigned

Name:

Designation:

Date:

Common questions

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'Confidential Information' is defined broadly in the undertaking to include development, marketing, financial, proprietary, organizational, and other technical and non-technical information not generally available publicly. It encompasses media containing such information as well as copies or derivatives like studies and data .

The Undersigned is required to use best efforts to secure Confidential Information by keeping it in a safe or locked file cabinet and preventing unauthorized access. Upon contract termination, all confidential materials must be returned to the Client or destroyed as per the Client's instructions, with actions certified if requested. The Undersigned must also notify the Client or Source immediately and cooperate if Confidential Information is compromised .

Upon termination of the Contract, the Undersigned must either return all confidential materials to the Client or destroy them if requested. If destruction is performed, the Undersigned may be required to certify completion of this process, ensuring that no information remains that could be disclosed post-engagement .

Upon discovering a loss or compromise of Confidential Information, the Undersigned must immediately notify the Client and/or Source and cooperate with them at their requests to address the situation, reinforcing accountability and rapid response to potential breaches .

The prohibition ensures that public expressions or promotional materials do not inadvertently disclose sensitive details or misrepresent the relationship, thereby preserving confidentiality and preventing potential exploitation of the project for unauthorized marketing advantages .

The significance of this provision is that it ensures the obligations to maintain confidentiality of the Confidential Information continue indefinitely, beyond the duration of the Contract itself. This prevents former contractors or terminated engagements from becoming potential sources of information leaks, helping to protect the Client's interests over the long term .

The Undersigned is permitted to disclose Confidential Information to its directors, employees, agents, sub-contractors, and professional advisers only if disclosure is necessary in the course of their duties for the Contract. These individuals must also be bound by written agreements to confidentiality obligations consistent with the undertaking .

The Undersigned acknowledges that unauthorized use or disclosure of Confidential Information will cause substantial damage to the Client and/or Source. In the event of such a violation, the Undersigned will face all penalties as per the UAE’s law .

The confidentiality undertaking ensures protection by defining Confidential Information broadly, requiring the Undersigned to take best efforts to prevent unauthorized use or disclosure, and stipulating measures such as securing documents in a locked file cabinet. Additionally, upon contract termination, all materials must be returned or destroyed with certification of action completed. The undertaking also mandates notification and cooperation with the Client/Source upon a breach and binds employees or agents involved to confidentiality terms .

When transferring Confidential Information to third parties such as agents or subcontractors, the confidentiality undertaking requires the Undersigned to ensure that these parties are legally bound by written agreements to maintain confidentiality. This helps mitigate risks of information leaks through associated parties .

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