The Confidentiality And Restraint Of Trade Agreement is essential for businesses operating in New Zealand that need to protect their sensitive information and maintain competitive advantage. This document is typically used when engaging employees or contractors who will have access to valuable confidential information, trade secrets, client relationships, or strategic business knowledge. It combines robust confidentiality provisions with carefully drafted restraint of trade clauses that comply with New Zealand law, particularly considering the reasonableness requirements under common law and the Employment Relations Act 2000. The agreement is especially crucial for senior positions, roles involving client relationships, and positions with access to sensitive intellectual property or strategic information.

1. Parties: Identifies and defines the parties to the agreement - typically the employer and employee

2. Background: Sets out the context of the agreement, including the employment relationship and the need to protect confidential information and business interests

3. Definitions: Defines key terms used throughout the agreement, including 'Confidential Information', 'Intellectual Property', 'Restraint Period', 'Restraint Area', and 'Business Activities'

4. Confidentiality Obligations: Details the employee's obligations regarding confidential information, including use, disclosure, and security measures

5. Restraint of Trade: Specifies the non-compete and non-solicitation obligations, including duration, geographical area, and scope of restricted activities

6. Return of Property: Outlines obligations regarding the return of company property, documents, and information upon termination

7. Breach and Remedies: Describes the consequences of breaching the agreement and available remedies

8. General Provisions: Standard contract clauses including governing law, severability, and entire agreement provisions