While you don`t need to detail all your confidential information in the NDA (it`s ultimately confidential!), be sure to formulate the agreement appropriately so that it`s clear. It can even be expected that the receiving party will do what is necessary to prevent the unauthorized disclosure of trade secrets. These rules should be imposed on the receiving party, even after the end of the relationship between the parties. The duration of a confidentiality agreement varies widely depending on the sectors and specificities of the Agency`s relationships. According to the legal website Nolo, five years is a typical duration for confidentiality agreements. Some are as short as two or three years, and others can last forever. Violation of a confidentiality clause or contract can damage the Agency`s relationship and ruin the agent`s reputation in the area. The agent may be fired from his position, and he could be sued by the main court for breach of contract. Another approach to identifying trade secrets is to declare that the unveiling party will certify what is confidential and what is not.
For example, physical data such as written material or software are clearly identified as « confidential. » In the case of oral information, the publication part indicates in writing that a trade secret has been disclosed. This is an appropriate provision that was taken from the NOA sample in the previous section. In the NDA`s standard agreement, the « revealing party » is the person who reveals secrets and the « receiving party » is the person or company that receives the confidential information and is required to keep it secret. The conditions are activated to indicate that they are defined in the agreement. The model agreement is a « unite » agreement (or in a legal agreement, « unilateral »), that is, only one party reveals secrets. The integration clause opens the door to oral or written commitments. Do not sign an agreement if something is missing, and do not accept the assurance that the other party will correct it later. The agreement should contain a reciprocal promise from the parties to return confidential information to the other. In some cases, it is also important and appropriate to include a language that refers to interactions between the parties (for example. B the fact that the parties are talking about common business). In some cases, a company subject to your confidentiality agreement may request the right to exclude information that will be developed independently after disclosure.