This Confidentiality Agreement (“Agreement”) is made on 00/00/0000 by and between:

1. Club iLL Repute Ltd., a company incorporated in ********** with its registered office at ******* (“Company”); and

2. [Full Legal Name], an independent contractor providing modelling and companionship services (“Contractor”).

Company and Contractor are referred to individually as a “Party” and together as the “Parties.”

1. Purpose

Contractor will have access to certain non-public information solely for the purpose of providing modelling and companion services to the Company and its clients (the “Purpose”).

2. Definition of Confidential Information

“Confidential Information” means any information—whether oral, written, digital or other form—disclosed by Company (or its customers) that is not publicly available, including but not limited to: business plans, client identities, personal data, pricing, trade secrets, know-how, photographs, booking details, and any materials marked “confidential” or that a reasonable person would understand to be confidential.

3. Exclusions

Confidential Information does not include information that the Contractor can show:
a. was lawfully in Contractor’s possession prior to disclosure;
b. is or becomes publicly available through no fault of Contractor;
c. is independently developed by Contractor without reference to Confidential Information; or
d. is received lawfully from a third party without breach of any duty of confidence.

4. Obligations of Contractor

Contractor shall:
a. keep all Confidential Information strictly confidential and employ at least reasonable industry safeguards (including GDPR-compliant data security measures);
b. use Confidential Information solely for the Purpose;
c. disclose Confidential Information only to those employees or advisers who must know it to fulfil the Purpose and who are bound by written confidentiality obligations no less restrictive than this Agreement; and
d. not copy, reproduce, store, transmit, exploit, or otherwise use Confidential Information for any purpose other than the Purpose without Company’s prior written consent.

5. Compelled Disclosure

If Contractor is required by law or valid court order to disclose Confidential Information, Contractor shall (i) promptly notify Company in writing, (ii) cooperate with Company in seeking protective measures, and (iii) disclose only the portion of Confidential Information strictly required.

6. Return or Destruction

Upon Company’s request, or upon termination of the engagement for any reason, Contractor shall immediately (i) cease using Confidential Information, and (ii) return or securely destroy all documents and materials (and all copies) containing Confidential Information, certifying such destruction in writing if requested.

7. Ownership

All Confidential Information remains the exclusive property of Company (or its clients). No licence or other rights are granted except as expressly set out herein.

8. Term

These confidentiality obligations shall continue for as long as the relevant information remains confidential and, in any event, for a minimum of five (5) years from the date of disclosure, save that trade secrets shall be protected for the longer period permitted under applicable trade-secret laws.

9. Remedies

Contractor acknowledges that unauthorised disclosure may cause irreparable harm for which damages alone are an inadequate remedy. Company is therefore entitled to seek injunctive relief (including interim relief) in addition to any other remedies available at law or in equity.

10. Governing Law and Jurisdiction

This Agreement and any dispute or claim (including non-contractual disputes) shall be governed by the laws of England and Wales. The courts of London, England shall have exclusive jurisdiction, and Contractor irrevocably submits to such jurisdiction.

11. Miscellaneous

a. Entire Agreement – This Agreement constitutes the entire agreement concerning confidentiality between the Parties and supersedes all prior understandings.
b. Amendments – No amendment is valid unless in writing and signed by both Parties.
c. Severability – If any provision is held unenforceable, the remaining provisions remain in effect.
d. No Waiver – Failure to enforce any provision is not a waiver of future enforcement.

IN WITNESS WHEREOF, the Parties have executed this Agreement on the date first above written.

Club iLL Repute Ltd. [Contractor Name]
By: _______________________ Date: ___________ Signature: _______________________
Name & Title: ___________________ Date: ___________