A secondment terms clause governs the temporary assignment of an employee or contractor from one organization (the "home" organization) to another organization (the "host" organization) for a defined period. Secondment is common in professional services, consulting, and large corporate environments where expertise is needed temporarily. The clause typically addresses: duration of the secondment, reporting lines and management authority, compensation and benefits (who pays, how benefits continue), confidentiality obligations, intellectual property ownership, and the employee's status upon return. This matters because secondment creates ambiguity about who controls the employee's work, whose confidentiality obligations apply, and what happens to work product created during the assignment. A secondment in a confidentiality-focused contract is particularly sensitive because the seconded employee will likely access confidential information from both the home and host organizations, creating overlapping confidentiality duties that must be carefully managed.
The clause must clarify that confidentiality obligations from both organizations remain in effect and that the seconded employee cannot use confidential information from one organization to benefit the other. Additionally, the clause should address what happens if the secondment ends early, how disputes between home and host organizations are resolved, and whether the employee can be required to sign additional confidentiality agreements specific to the host organization.
Ensure the secondment clause explicitly states that all pre-existing confidentiality obligations remain in full force during and after the secondment, and that the employee is bound by confidentiality obligations to both organizations simultaneously. Require the host organization to maintain the same level of confidentiality protection as the home organization, and include a provision allowing the home organization to audit or monitor compliance if necessary. Define clear termination procedures—specify how much notice is required to end the secondment, whether the employee returns to the home organization, and what happens to work product and confidential information upon return. If you are the home organization, retain the right to recall the employee if confidentiality breaches occur. If you are the host organization, obtain written acknowledgment from the seconded employee of your confidentiality requirements before the assignment begins.
Frequently Asked Questions
What does this clause mean in simple terms?
A secondment terms clause governs the temporary assignment of an employee or contractor from one organization (the "home" organization) to another organization (the "host" organization) for a defined period.
Why should I care about this clause?
Secondment is common in professional services, consulting, and large corporate environments where expertise is needed temporarily.
What are my options?
The clause typically addresses: duration of the secondment, reporting lines and management authority, compensation and benefits (who pays, how benefits continue), confidentiality obligations, intellectual property ownership, and the employee's status upon return.
How does this affect small businesses?
This matters because secondment creates ambiguity about who controls the employee's work, whose confidentiality obligations apply, and what happens to work product created during the assignment.