A Non-Disclosure Agreement (NDA) is a confidentiality agreement that protects against unauthorised disclosure of confidential information by partners, employees, buyers, investors and independent contractors. Maintaining confidentiality of such information is essential for preserving its value as well as the trade status that gives the organisation an edge over its rivals. As an employee, there may be something stated regarding NDAs in your employment contract. Get legal advice from an employment lawyer if you feel a non-disclosure agreement is unfair. NDAs usually cover:
1. Ideas, plans, software and technological application
2. Inventions or plans for inventions/products
3. Business, marketing, financial or other information
4. Formulas, recipes and other chemical combinations.
Companies that rely on trade secrets need to have proper non-disclosure agreements. Whether you have lawyers to handle this or wish to do it yourself, the agreement needs to have the following elements:
1. Breach provision
2. Obligations of the party receiving the NDA
3. Length of the NDA
4. Information that’s to be kept secret and confidential
5. Dispute resolution method
Any company with employees regardless of size needs to take the right steps to protect valuable assets from misappropriation during as well as after the termination of an employer-employee relationship. Even though it’s almost impossible to account for every situation imaginable, there are some steps that you can take to reduce the risks.
Usually, employee agreements have a properly drafted non-compete agreement. This is vital for the protection of the company’s assets, especially for those workers who have access to the employer’s IP like proprietary technology, copyrighted works, trademarks and trade secret information. If the employment agreement doesn’t clearly identify the obligation of the employee and the proprietary interests, you should not expect them to adhere to a particular standard of behaviour and conduct.
Top-level employees constantly jump to competitors and take valuable knowledge of the former employer’s business operations and techniques. As such, it is imperative to have a non-compete provision which limits the duration and geographic location that an employee can take a job offer from an immediate competitor.
As mentioned above, an employment agreement is a vital way of ensuring that your business assets are protected including IP rights and interests. It’s just not sufficient to warn workers not to engage in the unauthorised use of your company’s assets. Copyright ownership is another excellent example. It protects the original work of authorship including music, paintings, artwork, photographs, etc. Similar to other IP rights, copyright is an intangible property interest that’s separate from physical work.
Disclaimer: The contents of this article are for information purposes only and should not be relied upon as formal legal advice. We cannot accept responsibility for any loss as a result of acts or omissions taken in respect of this article. Specific legal advice should be sort tailored to the individual circumstances in all cases.
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