Non-disclosure agreements are legal, binding contracts that protect confidential material, knowledge, or information shared between parties. The agreements are also sometimes referred to as non-solicitation agreements, confidentiality agreements, confidential disclosure agreements, proprietary agreements, anti-circumvention agreements, or secrecy agreements.
Non-disclosure agreements (NDAs) can be essential when it comes to protecting business or intellectual property (IP) assets. By providing explicit legal consequences in case a party breaches, non-disclosure agreements can help keep important information confidential from third parties.
Non-disclosure agreements should be used at the outset of a business relationship. In order to keep vital business information confidential (e.g., client lists, proprietary processes, pending patents, etc.), businesses should have the recipients of the confidential information sign a non-disclosure agreement. Even if you are simply evaluating whether or not to enter into the relationship, a simple non-disclosure agreement can serve as a deterrent to unwanted disclosures, which may allow more exchange of information. Non-disclosure agreements can also be used by employers when hiring new employees and independent contractors.
Whether the non-disclosure agreement is unilateral (one party disclosing) or bilateral (both parties disclosing), we can help draft non-disclosure agreements specific to the situation. Well-drafted non-disclosure agreements should provide legal protection for all the parties involved and clearly state what information should remain secret. Additionally, the agreement should spell out what should happen to the information if a particular situation should occur. For example, a non-disclosure agreement should address what happens to the confidential information if one of the parties merges, files for bankruptcy, or becomes the subsidiary of a competitor. A Non-Solicitation Agreement, related to an NDA, prevents one party from soliciting the clients or employees of another party.
Confidentiality Agreements are often included in employment agreements and independent contractor agreements to prevent the use of confidential information inappropriately during or after a relationship has ended. We are experienced in drafting confidentiality agreements, NDAs, non-solicitation agreements, and anti-circumvention agreements to provide comprehensive legal protection.
As a technology and data law firm, our technology and data lawyers can assist with advising on non-disclosure agreements legal issues. See our Technology & Data service line page for additional information about non-disclosure agreements legal services.