Non-Disclosure Agreements (“NDAs”) or Confidentiality Agreements are probably the most overused and abused of all commercial contracts.
Businessmen and engineers often sign NDAs and then freely disclose patentable ideas, business plans, and trade secrets to potential “business partners” not realizing that they may not be adequately protected by an NDA. The truth is that NDAs vary widely in the scope of their protection. Some NDAs offer powerful protection, but many NDAs offer very little practical protection. In fact, agreeing to some NDAs may be worse than no agreement at all.
Unless the party disclosing the confidential information clearly understands the scope of the NDA he or she is about to sign, the disclosing party may be revealing confidential information without adequate legal protection. This is especially true when the disclosing party uses a NDA from a previous situation or pulls down an NDA from the Internet.
This booklet or eBook is an effort to offer practical insights into this misunderstood area of law. The first portion of this book provides an overview and general discussion of common NDA provisions to make the reader aware of some of the common problems with NDAs. The second portion offers a “deep dive” into the actual provisions of a comprehensive sample NDA. The second portion of the book is for those readers who really want to understand and protect their confidential information or use as a reference when reviewing an NDA from someone else.
Several appendixes are also provided. Appendix A is the long “discloser friendly” NDA discussed in the second portion of this book. The NDA in Appendix A contains comprehensive provisions for many situations the user is likely to encounter. Appendix B, on the other hand is a short “bare bones” NDA provided for reference only. Appendix C is a checklist to be used when reviewing NDAs from someone else. Appendix D is a glossary of legal terms and can also be used as quick reference.
After reading this eBook, you should be able to understand the basic provisions of an NDA and be able to use NDAs more effectively to protect your confidential and business information.
Businessmen and engineers often sign NDAs and then freely disclose patentable ideas, business plans, and trade secrets to potential “business partners” not realizing that they may not be adequately protected by an NDA. The truth is that NDAs vary widely in the scope of their protection. Some NDAs offer powerful protection, but many NDAs offer very little practical protection. In fact, agreeing to some NDAs may be worse than no agreement at all.
Unless the party disclosing the confidential information clearly understands the scope of the NDA he or she is about to sign, the disclosing party may be revealing confidential information without adequate legal protection. This is especially true when the disclosing party uses a NDA from a previous situation or pulls down an NDA from the Internet.
This booklet or eBook is an effort to offer practical insights into this misunderstood area of law. The first portion of this book provides an overview and general discussion of common NDA provisions to make the reader aware of some of the common problems with NDAs. The second portion offers a “deep dive” into the actual provisions of a comprehensive sample NDA. The second portion of the book is for those readers who really want to understand and protect their confidential information or use as a reference when reviewing an NDA from someone else.
Several appendixes are also provided. Appendix A is the long “discloser friendly” NDA discussed in the second portion of this book. The NDA in Appendix A contains comprehensive provisions for many situations the user is likely to encounter. Appendix B, on the other hand is a short “bare bones” NDA provided for reference only. Appendix C is a checklist to be used when reviewing NDAs from someone else. Appendix D is a glossary of legal terms and can also be used as quick reference.
After reading this eBook, you should be able to understand the basic provisions of an NDA and be able to use NDAs more effectively to protect your confidential and business information.
