Working template 1.0 · 13 August 2026

Confidentiality and non-disclosure agreement

Agreement details

The Studio and the Recipient agree as follows.

1. Purpose

The Studio may give the Recipient access to non-public information so the Recipient can evaluate, prepare for, or perform the Purpose stated above. The Recipient may use Confidential Information only for that Purpose and only within the authority the Studio gives them.

2. Confidential Information

Confidential Information means non-public information disclosed or made accessible by or for the Studio, before or after the Agreement Date, in any form, including:

1. scripts, treatments, storylines, characters, music, artwork, designs, prototypes, software, production methods, research, pitch material, and other creative or technical work;
2. unreleased footage, photographs, audio, auditions, rehearsals, edits, effects, project files, and behind-the-scenes material;
3. budgets, forecasts, pricing, funding, business plans, contracts, negotiations, suppliers, partners, sponsors, and release plans;
4. cast, crew, volunteer, client, child, parent, and partner information, including contact details, personal circumstances, schedules, travel, accommodation, health, safeguarding, safety, and incident information;
5. locations, access arrangements, keys, alarm details, credentials, passwords, links, security procedures, equipment records, and vulnerabilities; and
6. the existence or terms of confidential negotiations and any information marked confidential or which a reasonable person would understand should be kept confidential.

3. Recipient's obligations

The Recipient must:

1. keep Confidential Information secure and take at least reasonable care to prevent unauthorised access, use, copying, loss, or disclosure;
2. use it only for the Purpose and comply with reasonable access, privacy, security, and production instructions;
3. share it only with a person the Studio has authorised who genuinely needs it for the Purpose and is bound by confidentiality duties at least as protective as this agreement;
4. not post, publish, stream, photograph, record, forward, upload, sell, license, analyse for another purpose, or use it to compete with or bypass the Studio without prior written permission;
5. not enter Confidential Information into a public or third-party AI service, file-sharing service, transcription tool, or other system unless the Studio has approved that service and use in writing; and
6. promptly tell the Studio about any actual or suspected loss, unauthorised access, or disclosure and reasonably assist in limiting the harm.

4. Information not covered

This agreement does not apply to information the Recipient can establish with reliable evidence was lawfully known without a duty before disclosure; became public without a breach; was independently created without the Confidential Information; or was lawfully received from a third party entitled to disclose it without restriction.

5. Lawful and protected disclosure

Nothing in this agreement prevents or restricts the Recipient from reporting suspected crime, serious wrongdoing, harassment, discrimination, abuse, exploitation, or a safety or safeguarding concern; making a protected disclosure; cooperating with Police, WorkSafe, a regulator, court, tribunal, union, lawyer, medical professional, or appropriate authority; seeking confidential professional advice; discussing remuneration where protected by law; or exercising another legal right.

If disclosure is legally required, the Recipient will—where legally allowed—give the Studio prompt notice, disclose only what is required, and reasonably assist with protective steps. This clause takes priority over any inconsistent restriction.

6. Personal information

The Recipient may access personal information only when genuinely required for the Purpose and must follow the Studio's privacy and security instructions. It must not be used for private contact, promotion, gossip, profiling, or another project. Nothing here authorises a breach of the Privacy Act 2020 or another applicable law.

7. Ownership and no licence

Confidential Information and associated rights remain with the Studio or relevant owner. Disclosure does not transfer ownership or grant a licence except the limited permission needed for the Purpose. This agreement does not decide ownership of new work, credit, payment, moral rights, performer consent, or image rights.

8. Return and deletion

On request, or when the Recipient's involvement ends, the Recipient must promptly return Studio property and securely delete Confidential Information under their control. A copy may be retained only where required by law or professional record-keeping duty and remains confidential. Protected automatic backups need not be immediately purged where impractical and must not be restored except for legitimate recovery.

9. Duration

The obligations begin on the Agreement Date and continue during the Recipient's involvement and for three years afterward. Duties concerning trade secrets, access credentials, private personal information, safeguarding or incident information, and unreleased personal images continue for as long as that information remains confidential or applicable law or another agreement requires.

10. Breach and remedies

The Recipient acknowledges unauthorised disclosure may cause harm that money alone cannot fully repair. The Studio may seek urgent court orders and any other remedy available at law. The Studio should consider the breach's nature and seriousness, mitigation, and any applicable agreement. This does not create a predetermined penalty or remove either party's legal rights.

11. General

1. No obligation to proceed: neither party must offer or accept work, funding, access, or another transaction.
2. Changes: a change must be written and agreed by both parties.
3. No waiver: delay in enforcing a right does not waive it.
4. Severability: an unlawful or unenforceable provision is adjusted or removed only as necessary; the remainder continues.
5. Entire confidentiality agreement: this records the agreement about confidentiality for the Purpose unless a later signed agreement expressly replaces it.
6. Electronic signing: counterparts and electronic signatures may each be treated as an original and together form one agreement.
7. Governing law: New Zealand law governs, and New Zealand courts have non-exclusive jurisdiction.

Recipient signature

By signing, the Recipient confirms they have read and understood the agreement, had the opportunity to obtain independent advice, and intend to be bound by it.

A minor's participation, privacy, recording consent, work conditions, and contracting arrangements may require additional documents and legal review.

Studio countersignature

For Grindspot to complete after reviewing the submitted agreement.