Non-Disparagement Agreement Template for Canada

A Non-Disparagement Agreement is a legal contract that stops people from making negative or harmful statements about each other. These agreements are common in Canadian employment settlements, business deals, and when companies part ways with employees. They protect both sides by creating clear rules about what can't be said publicly or privately.

Under Canadian law, these agreements must be specific about what counts as disparagement and can't restrict someone from reporting illegal activities or participating in legal proceedings. Many Canadian employers now include these clauses in severance packages and settlement agreements to protect their reputation while ensuring both parties move forward professionally.

Consider using a Non-Disparagement Agreement when ending sensitive business relationships or employment contracts. These agreements protect company reputations during layoffs, executive departures, or business partnership dissolutions. They're especially valuable when handling high-profile separations or situations involving access to confidential information.

Many Canadian organizations use these agreements during merger negotiations, after workplace disputes, or alongside severance packages. They're particularly important when dealing with senior employees who have deep industry connections or social media influence. The agreement helps maintain professional relationships and prevents harmful public statements that could damage business interests or personal reputations.

• Mutual Agreements: Both parties agree not to make negative statements about each other, common in employment separations and business partnership dissolutions
• One-Way Agreements: Only one party agrees not to disparage the other, typically used when companies offer severance packages
• Limited-Scope Agreements: Restrict disparagement about specific aspects like business practices or products
• Time-Bound Agreements: Include expiration dates or specific duration periods for the non-disparagement obligation
• Industry-Specific Agreements: Tailored versions for sectors like technology or finance, addressing unique confidentiality and competitive concerns

• Employers: Include Non-Disparagement Agreements in severance packages and employment contracts to protect company reputation
• Departing Employees: Sign these agreements when leaving companies, often in exchange for settlement payments or benefits
• Business Partners: Use them during partnership dissolutions or joint venture endings to maintain professional relationships
• Legal Counsel: Draft and review agreements to ensure enforceability under Canadian law
• HR Professionals: Manage implementation during employee separations and maintain records of signed agreements
• Senior Executives: Often negotiate specific terms due to their high-profile positions and industry influence

• Party Details: Gather full legal names, titles, and contact information for all involved parties
• Scope Definition: List specific topics, activities, or information covered by the agreement
• Time Period: Determine duration of non-disparagement obligations and any sunset provisions
• Consideration: Document what each party receives in exchange for their non-disparagement promise
• Exceptions: Outline permitted disclosures like legal proceedings or regulatory requirements
• Enforcement: Specify consequences for breaches and dispute resolution procedures
• Document Review: Our platform generates legally sound agreements, ensuring all essential elements are included

• Identification: Full legal names and details of all parties bound by the agreement
• Consideration: Clear statement of what each party receives in exchange for non-disparagement
• Scope Definition: Specific description of prohibited statements and communications
• Duration: Clear timeframe for how long the obligations remain in effect
• Permitted Disclosures: Exceptions for legal proceedings and regulatory requirements
• Remedies: Consequences and enforcement mechanisms for breaches
• Signatures: Proper execution blocks with dates and witness requirements
• Governing Law: Specification of applicable Canadian jurisdiction

A Non-Disparagement Agreement differs significantly from a Non-Disclosure Agreement (NDA), though both protect business interests. While Non-Disparagement Agreements prevent negative or harmful statements, NDAs focus on keeping specific information confidential. Understanding these distinctions helps choose the right tool for your situation.

• Scope of Protection: Non-Disparagement Agreements prevent harmful opinions and statements about reputation, while NDAs protect specific confidential information and trade secrets
• Duration Impact: NDAs typically have clearer end dates tied to information sensitivity, while non-disparagement obligations often continue indefinitely
• Enforcement Focus: Non-Disparagement violations usually require proving reputational damage, while NDA breaches focus on demonstrating information disclosure
• Common Usage: Non-Disparagement Agreements are most common in employment separations and business breakups, while NDAs appear in almost all business relationships involving confidential information