Standard Confidential Information Agreement

Instructions for nonprofit pro bono recipient:
The nonprofit recipient may request that the pro bono consultant sign this Standard Confidential Information Agreement prior to releasing to him or her organizational materials requested for purposes of completing the pro bono project. The goal of providing Standard Confidential Information Agreement is to make the nonprofit recipientfeel comfortable disclosing potentially confidential information to the pro bono consultant. The nonprofit recipient may request that the pro bono consultant sign a different confidentiality agreement or the nonprofit recipient may choose not to use one at all.
Instructions for Pro Bono Consultant:
Please read carefully the Confidential Information Agreement prior to signing. In signing this document you agree to the terms dictated hereto. This agreement relates to your handling of the nonprofit recipient’s confidential information.

Confidential Information shall be handled as follows:

I am a volunteer donating my professional services (“Consultant”) to a Nonprofit Organization (“Client”). I shall hold in trust for the sole benefit of the Client any materials, information or ideas that are provided to or otherwise made available to me the Consultant by the Client, or otherwise obtained or learned in connection with the execution of the projectwhether before or after the date hereof (“Confidential Information”). As Consultant I shall not use, reproduce or disclose any Confidential Information except to the extent necessary to execute the project or as authorized by the organization’s Executive Director. In any event, except as authorized by the organization’sExecutive DirectorI shall not disclose any Confidential Information to any person other than individuals within the organization who have a need to know such Confidential Information.

“Confidential Information” means any information disclosed to me by Client. Confidential Information also includes data relating to Client’s financialinformation, personnel information, donor information, marketing, services and markets therefor, orother proprietary information disclosed to me by Client. I further understandthat Confidential Information does not include any of the foregoing items which: 1) are publicly knownand made generally available in the public domain prior to the time of disclosure to me by Client;2) become publicly known and made generally available through no wrongful act of mine or of otherswho were under confidentiality obligations as to the item or items involved; 3) are in my possession,without confidentiality restrictions, at the time of disclosure by Client; or 4) I develop independentlywithout use or reference to Confidential Information.

I shall prevent the disclosure and the unauthorized reproduction or use of the Confidential Information, which efforts shall be no less than those used to protect my own confidential information.

The restrictions set forth above shall apply, notwithstanding the expiration of the Term or the termination of the project, until such time as the Consultant or team member can establish that such information is known to the general public provided such knowledge is not due to acts or omissions of the Consultant or team member.

Nonprofit Client:
Consultant signature:
Printed name:
Date: