What are Confidentiality Agreements?
A confidentiality agreement is a legally binding contract which is the first step in securing and protecting your intellectual property. To get partners you may wish to talk to investors, businessmen, accountants, and even manufacturers. You should never assume that the conversations are confidential.
Confidential agreements are especially important when disclosing information which could amount to a patentable invention. Without an agreement in place, disclosure must be very general, and be subject to a stringent policy of confidentiality. Otherwise you will not be able to get a future patent for the invention.
A confidentiality agreement must be individually tailored to the information you wish to share and how you wish to share it. The agreement can only protect information that is recorded in some form and marked confidential.
The best kind of confidential agreements restrict the use of your ideas and information, with both only to be used for a permitted purpose. This permitted purpose must be as specific as possible when starting out. It can always be widened later but can not be narrowed.
A basic outline of issues covered by the Confidential Agreement are as follows:
- The definition of confidential information.
- Protection of confidential information.
- Who is allowed to receive confidential information.
- Disclosures required by law.
- Ending the agreement.
- Remedies if there is a breach of confidentiality.
It is also pivotal that the right person signs your confidential agreement:
- A director of the recipient company.
- An officer of the recipient institution.
- Someone senior, who has authority to comply with the confidentiality agreement.
Dealing with Public Authorities:
On a side note, because public authorities, like universities, have to make information available to the public if they receive a specific type of request (Freedom of Information Act 2000), you should ensure your confidentiality agreement precludes any kinds of requests.
This article provides a glimpse into some of the difficulties surrounding confidentiality agreements. Please do not hesitate to reach out to us, book a free consultation with one of our legal advisors, and utilise our lawyers’ diverse experience. We will make a free assessment of your business’s legal needs and provide you with expert advice on the best possible confidentiality agreement to protect and secure your ideas.