Confidentiality agreement solicitors

What is a confidentiality agreement?

A confidentiality agreement is a legal contract that protects sensitive information by restricting its disclosure to unauthorised parties. It ensures that parties involved in a business relationship keep proprietary or confidential data secure and use it only for agreed purposes.

Drafting confidentiality agreements

Our specialist NDA solicitors have experience of drafting one way non-disclosure agreements where you may be the only business sharing information and the recipient agrees not to leak this information in the public domain or use it contrary to what is specified. Additionally, we can produce two way Non-Disclosure Agreements where both parties are sharing information with each other and want to ensure that neither of them will share this information with anyone else.

The types of valuable information that confidentiality or non-disclosure agreements tend to cover may include any of the following:

• Industry trade knowledge (secrets)
• Technical designs and drawings
• Formulas
• Sales and marketing information
• Customer and prospect data

Our expert confidentiality agreement solicitors can also assist with drafting specific types of confidentiality agreements required during company mergers, acquisitions and disposals.

A well drafted agreement should allow companies to cooperate with each other for mutual gain.

Are confidentiality agreements legal?

Yes, confidentiality agreements are legal. They are binding contracts that protect sensitive information by legally obligating parties to keep the specified information confidential and not disclose it to unauthorised individuals or entities. However please note they cannot be used to protect or conceal illegal activities.

How do you make a confidentiality agreement legally binding?

To make a confidentiality agreement legally binding, ensure it includes clear definitions of confidential information, the obligations of the parties, the duration of the agreement, and any exclusions or exceptions. Both parties must sign the agreement, demonstrating their acceptance of the terms. It's advisable to consult a solicitor to ensure the agreement complies with relevant laws and is enforceable.

It is also appropriate to take advice on whether you need further protection to protect the subject matter as well as the non-disclosure agreement, for example to protect your intellectual property.

How long does a confidentiality agreement last?

The duration of a confidentiality agreement varies and is specified within the agreement itself. It can last for a set number of years or remain in effect indefinitely until the confidential information becomes public through other means.

What happens if a confidentiality agreement is broken?

If a confidentiality agreement is broken, the breaching party may face legal actions, including injunctions, financial damages, payment of legal costs, and termination of business relationships. They may also suffer reputational damage.

What should be included in a confidentiality agreement?

A confidentiality agreement should include:

• Definition of confidential Information: clearly specify what information is considered confidential.
• Obligations of the parties: outline the duties and responsibilities regarding the handling of confidential information.
• Duration: state how long the confidentiality obligations will last.
• Exclusions: identify any information not covered by the agreement, such as publicly available information.
• Permitted use: define how the confidential information can be used.
• Disclosures: detail any circumstances under which information can be disclosed, such as legal requirements.
• Consequences of breach: specify the actions and penalties if the agreement is violated.
• Signatures: include the signatures of all parties involved to make the agreement legally binding.