Partnership for the Good of Your Business

Are my trade secrets really confidential with an NDA in place?

On Behalf of | Jan 7, 2016 | Contract Disputes |

If you have a business that wants to retain an edge over competitors, protect client lists or simply wants what’s working well for your company not to end up being a blueprint for every startup and potential competitor out there, you likely need a nondisclosure agreement. While this may be the most effective way of making it clear that information an employee or consultant is privy and should remain confidential, there is no way to guarantee that the information won’t be leaked. That is unless you trade in magic and can cast a spell to seal the lips of those who might be compelled to share information for the benefit of another. Since that is not likely to be the case, a well-executed NDA is the next best thing.

While a nondisclosure can effectively serve the purpose of clarifying the understanding of legal ramifications that may come if any operational info should be disclosed by the signer, the issuant should be very careful to ensure that it will be upheld in court.

Furthermore, if you are signing an NDA drafted by the entity or person you are bringing on, you must review it carefully. There are some red flag terms to look for that virtually negate the confidentiality and sole purpose of the agreement. These statements are going to refute the agreement or that any confidential relationship has been established or implied by the agreement and any exchange is not made in confidence or with an obligatory secrecy.

Whether you are considering signing an NDA or see the need to draft an effective confidentiality agreement, you would benefit from the thorough review of a Cleveland contract attorney. With information this valuable, you cannot afford to remain unprotected or have a false sense of security when the contract you sign is deceptive in language.


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