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Can a NDA Help Protect My Secret?
February 21, 2007
You’re worried about “losing your idea to the competition.” And you’ve heard the buzz about Coca Cola’s trade secrets being stolen by a secretary and then offered for sale to Pepsi. Stop and think for a second…With whom have you shared your great idea? Your employees, your best friend, your spouse? A consultant or vendor? If you’ve told any of these people, watch out! If they didn’t sign a nondisclosure agreement, your big mouth might’ve already sent them running for a trademark, copyright, or patent.
What Is A Non-Disclosure Agreement (NDA)?
A NDA is a contract in which the parties promise to protect the confidentiality of secret information that is disclosed during employment or another type of business transaction.
How Can A NDA be of Benefit To Me?
NDA’s are designed to mainly do two things:
- Prevent public disclosure of your idea to protect for future patent rights.
- Give you some protection if the person you tell discloses confidential information to a third party. Usually only for a limited period of time.
Will A NDA Help Protect My Businesses Trade Secrets?
You can use a nondisclosure agreement to protect any type of trade secret—that is, any information that is not generally known and gives your business a competitive advantage in the marketplace. For example, using a NDA can prohibit someone from disclosing an invention during the design process, an idea for a new website, business plans, financial information, models, etc.
Is A Non-Disclosure Agreement Enforceable?
Such agreements are indeed binding, and you must abide by all terms of the agreement. In all likelihood, you are forbidden from disclosing any secrets covered by the agreement without the prior written consent of your former employer. Courts do take these agreements very seriously.
Because a NDA is a contract, there are elements each NDA must have. You should consult a lawyer to make sure you are well protected and have each element necessary to preventing disclosure of your idea, trade secrets, etc.
Posted by Shanu Singh Guliani on February 21, 2007 | Comments (0)
