Confidentiality deed, Corvellis Bio

Employee confidentiality agreement with information classes

Most employee confidentiality agreements treat every secret the same way. This one sorts information into four classes, gives each its own handling rule and its own survival period, and is executed as a deed so it still binds after the salary that supported it has stopped.

Create a document with OneCraft4 A4 pages, editable, then download as a PDF

The document, page by page

Every page as it renders and as it prints, with nothing summarised. Read the wording before you reuse it.

Confidentiality deed · Corvellis Bio and A. Whitiora · CD-2027-19Page 1 of 4
Confidentiality deed · Corvellis Bio and A. Whitiora · CD-2027-19Page 2 of 4
Confidentiality deed · Corvellis Bio and A. Whitiora · CD-2027-19Page 3 of 4
Confidentiality deed · Corvellis Bio and A. Whitiora · CD-2027-19Page 4 of 4
Confidentiality deed

This deed is made on 9 September 2027 between Corvellis Bio Limited of 7 Hastings Park Way, Marlow Bay, called the Company, and Aroha Whitiora of 44 Tern Street, Marlow Bay, called the Employee, who works in the Company’s assay development laboratory.

4
Information classes
5 years
Standard survival
No end date
Trade secrets
Last day
Return on exit
1. Why this is a deed
1.1
A deed, not a contract
This document is executed as a deed so that it binds the Employee without a separate payment being made for it. That matters because the obligations continue after the employment ends, when there is no salary left to support them.
1.2
It sits alongside the employment contract
Nothing in this deed replaces the confidentiality terms in the Employee’s employment contract dated 14 March 2026. Where the two differ, whichever gives the information more protection applies.
2. What is confidential
2.1
Four classes, four handling rules
Confidential information is anything the Employee learns through her work that is not public, and it falls into the classes below. The class sets how it is handled and how long the obligation lasts.
Class
Examples
Handling rule
Survives
Trade secret
Assay protocols, cell line lineage, buffer formulations
Named list only, never off site, no personal device
No end date
Research data
Raw results, failed runs, instrument logs, notebooks
Company systems only, no copies
5 years
Commercial
Pricing, supplier terms, grant applications, forecasts
Need to know, no forwarding outside
5 years
Personal
Staff records, trial participant information
Only as the privacy law allows
No end date
3. What the Employee must do
3.1
Use it only for the work
The Employee uses confidential information only to do her job for the Company. She does not use it for her own research, a thesis, a paper, a side project, a job application or an interview, and does not take it to a new employer in any form, including in a notebook or in her head as a formulation.
3.2
Keep it inside the systems that protect it
Work stays on Company laptops, drives and instruments. Nothing is sent to a personal email address, copied to a personal cloud account or a USB drive, or photographed on a personal phone, including a whiteboard after a meeting.
3.3
Need to know, inside as well as outside
Trade secret information is held by a named list of people. The Employee does not discuss it with colleagues outside that list, including in an open plan area or a shared lab, and does not add anyone to a document or channel that carries it without the laboratory head approving.
4. When disclosure is allowed
4.1
Permitted disclosures
Nothing in this deed prevents the Employee from doing any of the following, and she is not required to ask the Company first where the law says otherwise.
Disclosing what a court, a regulator or the law requires her to disclose.
Making a protected disclosure about wrongdoing to the body the law names.
Raising a safety concern with a work health and safety regulator.
Getting advice from her own lawyer, accountant or union, who are then bound too.
Repeating information that is already public without any breach of this deed.
5. Materials, notebooks and devices
5.1
What belongs to the Company
Laboratory notebooks, samples, cell lines, reagents, instrument data, files and anything derived from them belong to the Company, whoever wrote or made them, and wherever they are held.
5.2
The exit checklist
On or before her last day the Employee completes the checklist below with her manager, and both sign it. The Company withholds nothing that is legally due to her because of the checklist, but the checklist is how the Company knows what was returned.
1.
All laboratory notebooks returned, with the last page dated and signed.
2.
Samples, cell lines and reagents logged back into the sample register.
3.
Laptop, phone, access card and multi factor token handed in.
4.
Personal devices checked for Company files, and any found deleted.
5.
A written statement that no confidential information has been kept.
6. How long it lasts, and what it does not do
6.1
Survival
The obligations in this deed continue for five years after the employment ends, except for trade secret and personal information, which continue for as long as the information stays confidential or the privacy law requires.
6.2
This deed does not restrain her employment
The Employee may work for a competitor, in the same field, the day after she leaves. This deed restrains the use of particular information, not the use of the skill, technique and general knowledge she has built, which are hers to take.
6.3
Remedies and general
A breach of this deed may be restrained by injunction as well as compensated in damages, because information once disclosed cannot be recalled. This deed is governed by the law of the place where the Employee works, and may be varied only by another deed.
How a deed is signed matters as much as what it says
A deed has stricter signing rules than an ordinary agreement. The Company signs through two authorised officers, and the Employee signs in front of a witness who is not a party and who prints their own name. A deed signed like an ordinary contract can lose the very advantage it was chosen for.
7. Execution
7.1
Counterparts and electronic signing
This deed may be signed in counterparts, and the counterparts together form one deed. An electronic signature is accepted where the law of the place of signing allows a deed to be executed that way, and where it does not, an original signed copy is delivered to the Company within five business days.
Executed as a deed by Corvellis Bio Limited, by two authorised officers
Name
:
Position
:
Date
:
Signed, sealed and delivered by Aroha Whitiora in the presence of a witness
Name
:
Witness name
:
Date
:

Section by section

What each section is for, so you can keep the ones you need and drop the rest.

Parties and summary
The company and the technician, with the classes, survival periods and return date.
1. Why this is a deed
Binding without payment, and how it sits alongside the employment contract.
2. What is confidential
A table of four classes with examples, handling rules and how long each survives.
3. What the Employee must do
Use it only for the work, keep it in company systems, and need to know inside the lab.
4. When disclosure is allowed
Five permitted disclosures, including protected disclosures and safety concerns.
5. Materials, notebooks and devices
What belongs to the company, and the exit checklist both people sign.
6. How long it lasts
Survival periods, the confirmation that employment is not restrained, and remedies.
Execution
A callout on deed signing, then execution blocks for the company and the employee.

Clauses in this document

How to adapt this agreement

For a contractor rather than an employee, add a clause about their own tools and background knowledge, since a contractor arrives with material that is theirs and leaves with more. For a research role that publishes, add a publication clause naming who approves a paper and how long a review takes, because a blanket confidentiality obligation and an academic career collide immediately. For a smaller employer with no trade secrets, drop to two classes and a flat three year survival, since a table nobody can apply is worse than a simpler rule everyone follows.

What confidentiality cannot restrain

A confidentiality obligation protects information, not a person's career, and four limits follow from that. General skill and knowledge picked up while doing the job stays with the employee, however specific it feels. Anything already public, or that becomes public without a breach, falls out of the definition. Disclosure required by law, a court or a regulator is permitted, and in Australia protected disclosures under the whistleblower provisions cannot be contracted away. And confidentiality is not a restraint of trade: it does not stop somebody working for a competitor. Where that is the concern, the non-compete and non-solicitation clauses do that work, and they are judged on a different and stricter test.

What makes this document work

Four classes, four handling rules, two survival periods

Trade secrets are a named list with no end date. Research data and commercial information run for five years. Personal information is bound by privacy law for as long as it exists. One table does what three pages of undifferentiated confidentiality wording usually fails to do.

Permitted disclosures are listed, not left to be guessed

A court order, a protected disclosure to the body the law names, a safety concern to the regulator, advice from her own lawyer or union, and anything already public without a breach. A confidentiality document that appears to gag a whistleblower is the kind that gets read against its author.

The exit is a checklist both people sign

Notebooks returned with the last page dated, samples logged back into the register, devices handed in, personal devices checked, and a written statement that nothing has been kept. The deed also says the company withholds nothing legally due to her because of it.

Questions people ask

What is the difference between a confidentiality deed and an agreement?

A deed binds without consideration, so it does not depend on a payment being made for it. That matters for confidentiality, where the obligations continue after employment ends and there is no salary left to support them. The trade off is stricter signing rules, which the callout at the end explains.

What should an employee confidentiality agreement cover?

What counts as confidential and in what categories, how each category is handled, who may see it, when disclosure is allowed anyway, what belongs to the employer, what happens on the last day, how long the obligations last, and whether the document restrains the person from working elsewhere.

How long should confidentiality obligations last?

Long enough to protect the information and no longer. This deed uses five years for research data and commercial information, and no end date for trade secrets and personal information, because a formulation stays valuable and privacy obligations do not expire when someone changes jobs.

Can a confidentiality agreement stop someone working for a competitor?

Not this one, and clause 6.2 says so plainly. She may work for a competitor in the same field the day after she leaves. The deed restrains the use of particular information, not the skill, technique and general knowledge she has built, which are hers to take with her.

Does a confidentiality deed prevent whistleblowing?

No, and it should not try. Clause 4.1 permits disclosure required by law, a protected disclosure about wrongdoing to the body the law names, raising a safety concern with the regulator, and taking advice from her own lawyer, accountant or union, who are then bound in turn.

How is a deed signed?

More formally than a contract. Here the company signs through two authorised officers and the employee signs in front of a witness who is not a party and who prints their own name. A deed signed like an ordinary contract can lose the advantage it was chosen for.

Build your own in about a minute

The button below opens the generator with this use case already described. Change the wording to match your own, generate, then edit anything you like.

Make my employee confidentiality agreement with information classes

Other document examples

Photo licence agreement covering media, territory and duration

A photo licence says which images, for which uses, for how long. Everything else is detail. This one licenses twelve hotel images to the hotel that commissioned them for three years worldwide at $2,400, with a table that marks paid advertising as an extra and resale as not available at any price.

Talent release agreement for a video appearance and edits

A talent release is what a production company needs before it can cut an interview into a film. This one covers a single filmed interview for a documentary about night shift work: appearance, voice and name, edited freely, no approval right, perpetual and worldwide, for $250 or a donation to a charity the contributor nominates.

Non-solicitation agreement for clients, staff and duration

A non-solicitation agreement restrains the approach, not the work. This one lets an accounting manager join a competitor the day after he leaves, and stops him approaching the clients he handled or the colleagues he managed for twelve months, with a six month window in which he also cannot accept work from those clients.

Want the steps in the builder? Read Create a document with AI, then Layout, spacing and page breaks. For everything this generator can do, see the document maker.

Sources

Written and checked by the OneCraft team. Last checked .