This is a User’s Guide for UWA's Standard Confidentiality Agreements (Evaluation Purposes).

The University of Western Australia's Confidentiality Agreement (Evaluation Purposes) has been developed to protect confidential information belonging to the University, or to pass on obligations of confidence to others in relation to confidential information received by the University.

A similar agreement better suited to covering disclosures to staff, students and visiting academics has also been developed.

The agreements are provided online:

• As it is sometimes necessary to sign people up to a confidentiality agreement very quickly. An example might be a visitor to a University research lab in which confidential information, processes, devices or patentable inventions are being used or demonstrated for evaluation purposes.
• The agreement can be reviewed online or printed off in blank and provided to commercial collaborators and other parties in order to give them an early look at the type of agreement the University would require them to sign if we were to agree to provide certain information or were to proceed with a particular contractual arrangement:
  

• To inform the staff and students of the University, as well as anyone else who browses our site that the University takes confidential information seriously and has put in place an effective mechanism to deal with it.

When to use the agreement

You should make sure that a Confidentiality Agreement (Evaluation Purposes) is drawn up and signed

1. in every case where you are disclosing a patentable invention - before you make the disclosure; or
2. when you are to disclose information or know-how of potential commercial value; or
3. when a party outside the University wishes to disclose confidential information to you.

How to use the agreement

Option 1 - Have someone complete it for you

You can contact Sonia Newby or Kevin O'Toole, Intellectual Property Solicitors for the University. You should be clear about the type of information you would like to protect, and the proper name of the company or person to whom you will disclose it.

Once the agreement is completed, it will be printed out in duplicate, bound and forwarded to you by internal mail, or forwarded direct to the other party to save time.

The other party to the Confidentiality Agreement (Evaluation Purposes) will then sign both copies and return both to the University for signature on behalf of the University. Once that is done, one of the duplicate originals will be forwarded back to the other party for their records.

Option 2 - Do it yourself

Save the Confidentiality Agreement (Evaluation Purposes) onto your computer:

Then follow these steps carefully:

1. Do not date the agreement as the date of the agreement is normally filled in on the date that the last party to sign actually signs the agreement.
2. The identity of the party must be carefully checked. If the party is a corporation or other corporate entity, then you must be sure to use the name of the corporation, and not a business name. In the case of Australian corporations, virtually all of them will end in "Pty Ltd" or "Ltd" or "Limited" and will also have an ACN (Australian Company Number). By law, the company is required to have the ACN on both its letterhead and any contractual document it signs so that the ACN ordinarily follows the company’s name in brackets.
3. The company’s name should be followed by the address of its registered office which will ordinarily appear on its letterhead as well.
   If you would like more information concerning an Australian company, information can be quickly obtained through the Legal Services Office by doing an Australian company search. This search provides details as to the directorship, date of incorporation, major shareholders, registered office and other pertinent details of the company. The search costs $17.50. If you are unsure of the identities behind the company or if the company is a local company and you wish to ensure that a conflict of interest is avoided, the search can be valuable.
4. In the case of individuals, ensure that the person will be the only recipient of the information, and is not merely an employee of a company. If the person is acting in his capacity as an employee of the company, then the party to the agreement should in fact be the company.
5. In clause 1 of the agreement you should fill in a short descriptive statement in relation to the area of technology or information that is confidential. You should delete the insertion instructions which appear on the standard document. The statement should be short and as precise as possible, without revealing any actual confidential information and also being broad enough to ensure that it covers the whole of the area that you will be discussing with the other party.
6. At the end of the agreement you should replace "[Recipient’s Name]" with the name of the company and its ACN, or the name of the individual (as applicable).
7. Once completed, you should print the agreement out in duplicate, have each copy bound or securely fastened in some way (for security purposes) and forward both copies to the other party to be executed. When you do so, ask them to return both copies to UWA for signature on behalf of the University.

The agreements should then be forwarded to the Intellectual Property Solicitor who will arrange for execution on behalf of the University and will consult with you about return of one of the duplicate originals to the other party.