CONFIDENTIALITY AGREEMENTS

A confidentiality agreement, also known as a non-disclosure agreement, is used to set forth obligations of parties to such an agreement with respect to the use, handling, protection, and safeguarding of specific information as disclosed by one party to the agreement to another party to the agreement.

Confidentiality agreements/non-disclosure agreements may be used to protect various forms of data, formulae, processes, designs, sketches, photographs, prototypes, plans, drawings, specifications, samples, reports, studies, research results, plans, trade secrets, patentable information and more.

Confidentiality agreements/non-disclosure agreements should be specific as to how the disclosed information is to be treated, for instance the agreement may state that the information is not to be provided to third parties without written consent of the owner of the information.  The agreement must include the term of the agreement, in other words how long must the information remain confidential. 

Other provisions may be included to safeguard the information, for example: language to the effect that the agreement is binding upon the heirs, successors, affiliates and assigns of the Parties; choice of law provisions should a dispute ever arise from the agreement; a statement that the agreement shall not constitute, create, give effect to or otherwise imply a joint venture, partnership or formal business organization of any kind, nor shall it constitute, create, give effect to, or otherwise imply an obligation, commitment or relationship on the part of either Party such as an attorney/client  relationship and that the agreement shall not be construed as providing for the sharing of profits or loss arising  out of the efforts of either or both Parties.

Furthermore, confidentiality agreements/non-disclosure agreements should make it clear that no license or conveyance of any rights to any inventions, patents, trade secrets, copyrights, or other form of intellectual property is granted or implied by the disclosure of the confidential information. 

At James Ray & Associates we routinely prepare and review confidentiality agreements/non-disclosure agreements.  If you need an agreement prepared, or in the event that a confidentiality agreement/non-disclosure agreement is presented to you, it is to your benefit to consult with a qualified practitioner to be certain that your rights will be protected. 

For more information on how we can help to protect your rights and your property, contact James Ray & Associates toll free at 1 (888) 692-7303 to speak with an experienced member of our staff today.