Non Disclosure Agreements

A non-disclosure agreement (NDA), also referred to as a confidentiality agreement, protects your intellectual property and trade secrets so that they don’t get into the wrong hands. You should use an NDA anytime you disclose sensitive or private information that you don’t want to have released to third parties. Examples of information that an NDA can protect include a manufacturing process, a sales plan, a secret formula or recipe, or a list of treasured sales contacts. To put it simply, the information covered in an NDA is information that sets one company apart from another. 


When to Use a Non-Disclosure Agreement

An NDA creates a confidential relationship between the person with the trade secret and the person to whom the trade secret is being disclosed. There are many situations in which using an NDA can be helpful, such as the following: 

  • You are an inventor who wants to protect your application before you apply for a patent
  • You are an entrepreneur who wants to protect your business plan
  • Your business has a trade secret that you don’t want employees discussing with others
  • An employee is leaving your company and you want to be sure that he or she doesn’t disclose any confidential information 

An NDA is a contract in which the receiving party promises to protect the confidentiality of secret information during employment or business transactions. The receiving party is prohibited from breaching the confidential relationship, inducing others to breach it, or inducing others to obtain the confidential information. 

Common parts of an NDA include time frame, which is the date the agreement starts and the length of time it will run, and confidential information, which specifies exactly which information is confidential. It’s important to be as precise as possible when defining confidential information in an NDA, so parties signing the agreement understand exactly which information they are not to disclose. The length of NDAs in the United States is typically five years, though some companies may draft NDAs that last only two to three years. 

Types of Non-Disclosure Agreements

There are both mutual and unilateral NDAs. A mutual NDA is used when both parties are exchanging confidential information, and a unilateral NDA is used when only one party is making a disclosure. Most NDAs are unilateral.

An NDA limits how information is used, for what purposes, and with what consequences. If the party that signs the NDA uses your secret information without your authorization, you could file a court order to prevent them from making further disclosures. Another option would be to sue the violator for damages.

It’s essential to have an experienced business attorney look over your non-disclosure agreement to ensure that it is crafted properly. A business attorney can give you advice and tips to make your NDA the best that it can be.

At Jones Law Group, we have an in-depth understanding of non-disclosure agreement litigation and are dedicated to protecting your rights. Our seasoned business lawyers in Columbus, Ohio provide non-disclosure agreements and can answer any questions you may have. Call (614) 545-9998 or contact us online to schedule a free initial consultation with our team. 


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