ICC Model Contract - Contracts For Start-ups

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Summary

Entrepreneurs and their start-up ventures are drivers of today’s economy, and allow creators and businesspeople across the globe to share their innovative ideas with the world. But a great idea and enthusiastic partners are not enough—to create the best conditions for success, entrepreneurs need to ensure their businesses start off with a strong legal foundation.

The International Chamber of Commerce’s package of foundational Model Contracts for Start-ups provides a set of balanced legal models that will save new companies time and legal costs when negotiating and drafting agreements with investors and employees. The package of model documents includes: Model Term Sheet, Model Shareholders Agreement, Model Directors Services/Management Agreement; Model Employment Agreement, Model Confidentiality Agreement and a checklist of issues to consider related to assignment and transfer of intellectual property rights.

The models can be adapted to fit the particular circumstances of the transaction and will allow young businesses to engage legal counsel at a later stage in the process, to help finalize the contracts in accordance with local requirements, saving entrepreneurs precious time and money.

• Foreword
• Introduction
• Term Sheet
• ICC Model Shareholders Agreement For Start-up Companies
• ICC Model Directors Services/management Agreement
• ICC Model Employment Agreement drafting
• ICC Model Confidentiality Agreement
• Checklist For Start-ups On Ip Assignment And Licensing
• ICC Principles To Facilitate Commercial Negotiation
• ICC Publications Show more

ICC Model Confidentiality Agreement

I. INTRODUCTION

The ICC Commission on Commercial Law and Practice (CLP) Task Force on Confidentiality Agreements first prepared the ICC Model Confidentiality Agreement and ICC Model Confidentiality Clause in 2006, in response to a request from a large number of companies that had expressed a need for a global, cross-sectoral confidentiality agreement. The 2006 models were recently updated to reflect changes in practice.

Protecting all kinds of confidential business information (be it technical, commercial or financial) is a legitimate business concern in various industries and branches of trade and arises in relation to a variety of business transactions. Confidentiality agreements are often concluded prior to passing on any confidential information and many international contracts contain general confidentiality clauses.

There are many models in use; each company tends to treat its own confidentiality agreement with great pride and possessiveness, which causes delays, discussions, negotiations and higher transaction costs.

The ICC Model Confidentiality Agreement and the ICC Model Confidentiality Clause 2016 attempt to provide to industry and commerce a common platform for confidentiality obligations, which may be acceptable in various industries and transactions or, at least, reduce the scope of discussions and negotiations regarding confidentiality agreements and clauses.

Notwithstanding the obvious advantages of standardization, a number of qualifications must be made.