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Non Disclosure Agreement For Auditors for the United States

Non Disclosure Agreement For Auditors Template for United States

A legally binding agreement under U.S. law designed to protect confidential information shared during audit engagements. This document establishes the obligations of auditors to maintain confidentiality while ensuring compliance with professional standards, regulatory requirements, and applicable federal and state laws. It includes provisions for handling sensitive information, data protection measures, and reporting obligations.

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Non Disclosure Agreement For Auditors

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What is a Non Disclosure Agreement For Auditors?

The Non Disclosure Agreement For Auditors is essential when engaging external or internal auditors who require access to sensitive company information. This document, governed by U.S. federal and state laws, ensures the protection of confidential information while allowing auditors to fulfill their professional duties. It addresses requirements under SOX, professional standards, and industry-specific regulations, while balancing confidentiality obligations with regulatory reporting requirements.

What sections should be included in a Non Disclosure Agreement For Auditors?

1. Parties: Identification of the auditing firm and the company being audited

2. Background: Context of the audit engagement and reason for NDA

3. Definitions: Key terms including 'Confidential Information', 'Audit Services', 'Audit Period', 'Representatives'

4. Scope of Confidential Information: Detailed description of what constitutes confidential information

5. Confidentiality Obligations: Core obligations regarding protection and non-disclosure

6. Permitted Disclosures: Circumstances under which disclosure is allowed, including regulatory requirements

7. Return or Destruction of Information: Requirements for handling confidential information after engagement

8. Term and Survival: Duration of agreement and surviving obligations

9. Governing Law: Applicable jurisdiction and law

What sections are optional to include in a Non Disclosure Agreement For Auditors?

1. Industry-Specific Compliance: Additional requirements for regulated industries (healthcare, financial services, etc.)

2. Data Protection Measures: Specific security protocols and requirements for handling sensitive electronic data

3. International Data Transfer: Rules for cross-border data transfers when audit involves multiple jurisdictions

4. Breach Notification: Procedures for reporting security incidents when handling sensitive personal or financial data

What schedules should be included in a Non Disclosure Agreement For Auditors?

1. Schedule of Authorized Personnel: List of individuals authorized to access confidential information

2. Data Security Requirements: Detailed technical and organizational security measures

3. Regulatory Compliance Checklist: Specific compliance requirements applicable to the engagement

4. Document Retention Schedule: Timeframes for retention and destruction of different types of information

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

United States

Publisher

Ƶ

Cost

Free to use
Clauses

























Industries

Sarbanes-Oxley Act (SOX) 2002: Federal law that sets requirements for all U.S. public company boards, management, and public accounting firms. Includes provisions about auditor independence and corporate responsibility.

Securities Exchange Act 1934: Federal law governing secondary trading of securities, establishing the SEC, and setting requirements for financial reporting and auditing of public companies.

Securities Act 1933: Federal law requiring registration of securities offerings and detailed financial disclosure requirements that auditors must consider.

Federal Trade Secrets Act: Federal law protecting trade secrets and confidential information, which auditors may encounter during their work.

Defend Trade Secrets Act 2016: Federal law providing uniform standards for trade secret protection, relevant for protecting confidential information accessed during audits.

AICPA Code of Professional Conduct: Professional standards governing certified public accountants, including confidentiality requirements and ethical obligations.

PCAOB Rules and Standards: Standards set by the Public Company Accounting Oversight Board governing the audits of public companies.

GAAS: Generally Accepted Auditing Standards providing framework for conducting audits and handling confidential information.

State Trade Secret Laws: Various state-specific laws protecting trade secrets and confidential business information that may vary by jurisdiction.

Gramm-Leach-Bliley Act: Federal law requiring financial institutions to explain their information-sharing practices and protect sensitive data, relevant for financial audits.

HIPAA: Health Insurance Portability and Accountability Act governing protection of medical information that auditors might access in healthcare audits.

Federal Acquisition Regulations: Regulations governing federal government contracts, including requirements for handling confidential information in government audits.

State Data Breach Laws: State-specific requirements for handling and reporting data breaches involving confidential information.

Contract Law Principles: General principles including consideration, enforceability, duration limitations, and reasonableness of restrictions in NDAs.

Professional Liability Requirements: Standards and obligations regarding auditor liability and responsibility for maintaining confidentiality of client information.

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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