There are many ideas of a creative or innovative nature floating around and sometimes those ideas are manifested into a successful product. Out of fear of plagiarism, some inventors seek legal advice and measures to protect their ideas and innovations from being duplicated. One of the most common forms of protecting the secrets of someone’s innovation is by signing a non-disclosure agreement, which is a legal agreement in which sensitive information about business strategies or innovations are not to be disseminated to the public.
Though this form of legal procedures are meant to protect businesses and those involved, many are reluctant in seeking legal counsel and following through with a legal contract. While most try to educate themselves in protect their intellectual property, or innovative ideas of the mind. The following are some facts that one should before signing a non-disclosure agreement.
There are various branches of law that are designed to protect certain information about business or inventions, including patent lawyers. To start, obtaining a patent gives you the legal right to a specific invention, but in order to do this specific technicalities need to released to the public in order for patent to be legalized; this is why most innovators are reluctant in seeking legal counsel to protect their intellectual property.
Although, once certain information about an innovation is released to an attorney, that attorney could disseminate certain information and profit from it. Not in Florida. According to the Florida Bar, a Patent Attorney is not allowed to disseminate information without the written consent of the invator. Once completing the Florida Bar, patent attorneys and the protection of intellectual property is bundled to already be in place, protecting clients information.
Here is where the non-disclosure agreement comes in. As stated above, an NDA is meant to protect certain information, that you the innovator, seeking advice, which requires revealing sensitive information, from being shared with competitors. When it comes down to NDA, there are two types:
- Unilateral Non-Disclosure Agreement: This is, of course, a legal agreement in which one party is not to disseminate information about the other party.
- Mutual Non-Disclosure Agreement: This legal agreement is when both parties involved are not disseminate information about each other.
An NDA is also beneficial for consultants. This legal agreement can used to clarify their role in the interaction of information between himself and an intellectual proprietor, but it is mostly for the benefit of you, the innovator. There are many things that are commonly released in NDA agreements, the essence of this legal document is to protect trade secrets or recipes.
The contract itself is not other-worldly, it usually requires the signatures of all the discloser and recipient involved in the interactions of information. Like anything in business or in the nature of law, what you want protected, needs to clarified to the recipient and in the document itself. Anything vague needs to be clarified to what you specifically want to be protected. There are terms and conditions in any financial or informative interaction and that is specifically included in NDAs. The terms and conditions of the protection of the information has to detailed and highlighted both in the contract and the face-to-face interaction between the discloser and recipient.
The time frame of Non-Disclosure Agreement is somewhat easy to interpret; you as the discloser can choose the longevity of the effectiveness of the legal agreement and it is implemented once it is signed. Though, once an NDA is signed, there are certain loopholes that information can be excluded. For example, if the recipient has prior knowledge of sensitive information from a different source that isn’t you, that is common knowledge or public knowledge.
The protection of information is different when it comes down to patent agreements. The time frames for patents are longer, generally twenty years from the signing of the protection document. This is beneficial for authors or any other form of intellectual property.
There are also many other uses of Non-Disclosure Agreements that can protect sensitive information not only from innovators and businesses, but also from sensitive information that can be incriminating. The following are some examples in which NDAs can be beneficial:
- To silence those with knowledge of consensual sexual affairs.
- Any other information that can otherwise be embarrassing or jeopardize the credibility or reputation of a person or enterprise.
There are many benefits to signing a Non- Disclosure Agreement but there are many disadvantages to signing it as well; there are many loopholes in which certain information can be released or be subject subpoena, a document that orders you attend court.
Here is the fun part. If a Non-Disclosure Agreement is breached, the recipient, who released sensitive information, can be sued for damages, lost profits and be held in contempt of the court of law. There are many laws that are implemented in protecting the confidentiality of a discloser’s information. Most of the time cease and desist notifications will be sent those violating the patent’s intellectual property. This cease and desist notification is simply meant to admonish the person violating the patent information of their wrongdoings and reprimand the activity or face legal action from the innovator’s patent attorney.
According to law, Non-Disclosure Agreements are implemented in society in order to protect sensitive information from being used against the innovator’s business and their intellectual property. A patent, or an exclusive right to an invention, innovational advancement, business strategy and any other form is subject to legal protection from NDAs and patent laws.
These are effective to anyone whose conceived any innovation from their own mind and who seek legal consultation, though is may back to some proprietors of information which are shared with their legal attorneys. The NDA contracts require both the discloser’s and recipient’s signature, in order for the contract to be effective and legalized. The violation of said contract results in grave legal actions, for disseminating sensitive information that has been accentuated on the signed contract that has the recipient has given affirmation that said information will not be disseminated.