Proving a breach of a confidentiality agreement can be very difficult. Damages for breach of contract (or an accounting of profits, where the recipient has made commercial use of the information) may be the only legal remedy available once the information is disclosed.
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.
In California, it is possible to enforce a liquidated damages clause. The amount agreed to at the time that you and the other party sign the contract must be a reasonable estimate of losses that may be suffered should they fail to perform.
With this in mind, here are 10 key provisions you should know when drafting an NDA. Properly Identifying the Parties. Definition of Confidential Information. Carveouts to Confidential Information. Representatives. Legally Required Disclosures. Return/Destruction of Confidential Information. Remedies for Breach. Term of the NDA.
For the purposes of this Agreement, “Confidential Information” means any information not generally known to the public and proprietary to the Company and includes, without limitation, trade secrets, inventions, and information pertaining to research, development, purchasing, marketing, selling, accounting, licensing, ...
Confidentially in arbitration refers to the fact that the proceedings, materials disclosed or created during proceedings and the arbitral award cannot be disclosed by the tribunal, parties, their representatives, witnesses or any other individuals attending without the consent of the parties.
A confidentiality clause can limit your ability to discuss the settlement publicly or share your experience in the future, such as in interviews, books, or media, so it's important to consider how this might affect your personal or professional life.
Completing the Confidentiality Agreement The "Receiving Party" is the person or company who receives the confidential information and is obligated to keep it secret. You'll need to fill in information specific to your circumstances in the spaces provided, such as the parties' names and addresses.
Each Party (i)shall maintain the other Party's Confidential Information strictly confidential, (ii)agrees that it will take the same steps to protect the confidentiality of the other Party's Confidential Information as it takes to protect its own Confidential Information, which shall in no event be less than reasonable ...
The contents, terms, and conditions of this Agreement must be kept confidential by Employee.Name and may only be disclosed to their accountant or attorneys or pursuant to subpoena or court order. Any breach of this confidentiality provision shall be deemed a material breach of this Agreement.