In a unilateral NDA, one party agrees not to reveal confidential information. In a mutual NDA, both sides agree that they will not share confidential information. In all other aspects, these two types of confidentiality agreements are identical, especially when it comes to enforcement and the consequences of a breach.
An NDA requires the recipient to take reasonable measures to keep the information confidential and prohibits each recipient from disclosing it to any unauthorized party. This way, your information is only used by those who you want to use it, and then only for the purposes you want it used for.
In California, a nondisclosure agreement may be enforceable, provided it meets basic criteria. The restrictive covenant must be properly drafted. This entails clear writing, detailed information about the confidential components of the contract, and a clearly stated extent of the confidentiality obligation.
The key elements of Non-Disclosure Agreements: Identification of the parties. Definition of what is deemed to be confidential. The scope of the confidentiality obligation by the receiving party. The exclusions from confidential treatment. The term of the agreement.
An NDA requires the recipient to take reasonable measures to keep the information confidential and prohibits each recipient from disclosing it to any unauthorized party. This way, your information is only used by those who you want to use it, and then only for the purposes you want it used for.
Non-disclosure agreements might also be used: to keep an organisation's information confidential. when an employer needs to protect customer or client identities, intellectual property or other sensitive or important business information. to keep certain things the employee knows about the organisation confidential.
Both parties must enter into the NDA voluntarily and with a clear understanding of its terms. If there was coercion or deception involved, the agreement may not be valid.
NDAs are enforceable when they are signed — if they are properly drafted and executed. NDAs are enforceable once signed, provided they have been drafted and executed properly. Unilateral NDAs need only the signature of the receiving party, whereas mutual non-disclosure agreements need the signatures of both parties.
In most agreements, the remedies provision is used to recognize what recourse one party (typically, the party disclosing confidential information) may have against the other party (again, typically, the party receiving such information) for breaching or threatening to breach its obligations under the agreement.
Potential remedies include: Injunctive relief: An injunction prevents a party from engaging in some sort of action, for instance using or selling the information that they acquired in violation of the NDA. For the party that misappropriated the protected information, the injunction could destroy their business.