CLIENT CONFIDENTIALITY & DATA PROCESSING AGREEMENT
Between:
Noble Care Wellness Ltd
Registered Office:
19.9 Highnam Business Centre
Newent Road
Highnam
Gloucester
GL2 8DN
Company Registration Number: [Insert]
Email: [Insert]
(“Noble Care Wellness”, “we”, “us”, “our”)
and
[Client Company Name]
Registered Address: [Insert]
(“the Client”, “you”, “your”)
Effective Date: [Insert Date]
⸻
- Purpose of this Agreement
This Client Confidentiality & Data Processing Agreement (“Agreement”) sets out the terms under which Noble Care Wellness Ltd will handle confidential information and process personal data while delivering workplace wellbeing services to the Client.
This Agreement forms part of the wider service agreement between Noble Care Wellness Ltd and the Client.
The purpose of this Agreement is to ensure that all information shared during our engagement is handled securely, responsibly, and in accordance with applicable UK data protection legislation.
⸻
- Definitions
For the purposes of this Agreement:
“Personal Data” means any information relating to an identified or identifiable individual.
“Special Category Data” includes sensitive information such as health-related information, where applicable.
“Processing” includes collecting, storing, using, analysing, sharing, or deleting personal data.
“Confidential Information” means any information disclosed by either party that is not publicly available, including business information, employee information, wellbeing data, strategies, reports, and materials.
⸻
- Confidentiality Obligations
Both parties agree to:
* Keep confidential information secure and protected
* Only use confidential information for the agreed purpose of delivering or receiving services
* Not disclose confidential information to any third party without appropriate permission, unless legally required
* Ensure employees, contractors, and representatives who access confidential information are bound by appropriate confidentiality obligations
Confidential information will not include information that:
* Is publicly available through no fault of either party
* Was already lawfully known before disclosure
* Must be disclosed by law or regulatory requirement
⸻
- Scope of Data Processing
During the delivery of wellbeing services, Noble Care Wellness Ltd may process personal data including:
* Employee survey responses
* Contact information
* Workplace wellbeing feedback
* Attendance information for workshops or programmes
* Feedback and evaluation information
* Business contact details
The exact information processed will depend on the services agreed with the Client.
⸻
- Roles and Responsibilities
For the purposes of UK GDPR:
The Client will generally act as the Data Controller, determining why employee data is collected and how it should be used.
Noble Care Wellness Ltd will generally act as the Data Processor, processing information only according to the Client’s instructions.
Where Noble Care Wellness Ltd determines the purpose and method of processing certain information (such as marketing communications), Noble Care Wellness Ltd may act as a Data Controller.
⸻
- Processing Instructions
Noble Care Wellness Ltd agrees to:
* Process personal data only for agreed wellbeing service purposes
* Follow reasonable written instructions provided by the Client
* Maintain appropriate security measures
* Notify the Client where instructions appear to breach applicable data protection law
⸻
- Employee Wellbeing Surveys & Confidential Feedback
Where employee surveys or wellbeing assessments are conducted:
* The Client acknowledges that responses may contain sensitive personal information
* Noble Care Wellness Ltd will handle responses confidentially
* Reports provided to the Client will generally present aggregated insights rather than identifying individual employees unless explicitly agreed
* Employees will be informed where their information is collected and how it will be used
Noble Care Wellness Ltd will not disclose individual wellbeing responses to employers without appropriate consent or lawful justification.
⸻
- Data Security
Noble Care Wellness Ltd will take reasonable technical and organisational measures to protect personal information, including:
* Secure storage systems
* Restricted access to information
* Password protection
* Appropriate confidentiality procedures
* Secure handling of documents and reports
⸻
- Sub-Processors & Third-Party Professionals
Where required to deliver services, Noble Care Wellness Ltd may engage trusted third-party professionals, including:
* Coaches
* Therapists
* Health and wellbeing specialists
* Workshop facilitators
Where third parties process personal data, appropriate confidentiality and data protection obligations will apply.
The Client will be informed where third-party processing is required.
⸻
- Data Breaches
Noble Care Wellness Ltd will notify the Client without undue delay where we become aware of a personal data breach affecting Client information.
We will provide reasonable assistance to support investigation, mitigation, and any required reporting.
⸻
- Data Retention & Deletion
Personal data will only be retained for as long as necessary to:
* Deliver agreed services
* Meet legal, regulatory, or accounting obligations
* Maintain appropriate business records
Upon completion of services, information will be securely deleted or returned where requested, unless retention is legally required.
⸻
- Client Responsibilities
The Client agrees to:
* Ensure it has a lawful basis for sharing personal information
* Inform employees about relevant data processing activities
* Obtain required permissions and consents where necessary
* Provide accurate instructions and information
⸻
- Liability
Each party remains responsible for complying with its own obligations under applicable data protection legislation.
Neither party will be responsible for breaches caused by the other party’s failure to comply with its obligations.
⸻
- Duration of Agreement
This Agreement will remain effective for the duration of the services provided and will continue afterwards where confidentiality obligations apply.
⸻
- Governing Law
This Agreement is governed by the laws of England and Wales.
⸻
Signatures
For Noble Care Wellness Ltd
Name: ______________________
Position: ____________________
Signature: ___________________
Date: _______________________
For the Client
Company Name: ______________________
Name: ______________________
Position: ____________________
Signature: ___________________
Date: _______________________