Overview

A Collaborative Confidentiality Agreement allows multiple parties involved in a common investigation to share information while maintaining attorney-client privilege and confidentiality. This agreement ensures coordinated legal strategies and protects sensitive information.

Purpose and Scope

This agreement facilitates the exchange of information between the parties and their counsel. It covers all current and future civil, administrative, legislative, and criminal investigations related to the common matter. By entering into this agreement, the parties agree to share legal theories, strategies, and confidential information to support a joint defense.

Maintaining Privilege

The agreement ensures that communications between counsel, whether or not clients are present, remain confidential. These communications stay protected by attorney-client privilege, joint defense privilege, and the work product doctrine. This protection prevents the shared information from being disclosed to third parties.

Using and Protecting Shared Materials

Parties will use all materials shared under the agreement solely for preparing defenses related to the investigation. These materials must be clearly marked as “CONFIDENTIAL – JOINT DEFENSE AND COMMON INTEREST MATERIALS.” The agreement outlines strict procedures for handling these materials to avoid any waiver of privilege or confidentiality.

Consent and Disclosure Restrictions

No party can disclose shared materials without the express written consent of the originating party. The agreement allows for additional restrictions on specific confidential information. Parties may choose not to share certain information, and this choice does not affect the binding nature of the agreement.

Changed Circumstances and Withdrawal

If a party enters an agreement with a government agency or other entity related to the investigation, they must notify the other parties and stop receiving new shared materials. Any party can withdraw from the agreement by providing written notice. However, they must continue to uphold the confidentiality of materials obtained before withdrawal.

Limiting Duties and Conflicts

Each client retains representation only by their own counsel. The agreement does not create new legal duties or affect liability between the parties. Withdrawing from the agreement or sharing information does not create conflicts of interest or require disqualification of any counsel.

Continuance and Modifications

The agreement remains effective even after resolving the investigation. Any modifications must be in writing with the consent of all parties. It applies to all prior communications and can include additional parties with proper notice and consent.

Conclusion

The Collaborative Confidentiality Agreement is a strategic tool for parties involved in shared legal matters. It allows effective collaboration while maintaining the confidentiality and privilege of their communications. This agreement ensures a unified defense approach and protects sensitive information from unintended disclosure.