The parties desire to enter into discussions and negotiations regarding the purchase of material described in the agreement. The parties agree that any information obtained in the discussions will remain confidential and proprietary. All the terms and conditions of the agreement will be binding upon the successors and assigns of the parties and will survive the execution of the agreement and the termination of the discussions and negotiations between the parties.
Non Disclosure Confidentiality Agreement With Liquidated Damages In Orange
State:
Multi-State
County:
Orange
Control #:
US-00456
Format:
Word;
Rich Text
Instant download
Description
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FAQ
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 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.
The agreements impose burdens that require policing and impose costs on the party receiving confidential information. The receiving party may seek to limit this burden by negotiating for an explicit expiration of the party's obligations to maintain confi- dentiality, often a five- to ten-year term.
An NDA could be unenforceable if it is too broad, is not for a defined time period, covers information that is not confidential, or asks for illegal conduct.
As such, periods of confidentiality are typically 2-5 years from disclosure of the Confidential Information. Consequences of a breach. The NDA should spell out the consequences of a party's breach of the NDA. These can include the damages or other compensation for the breach.
The duration of Non-Disclosure Agreements (NDAs) typically ranges from one to five years, depending on the specific needs and circumstances of the agreement.
“The Receiving Party agrees to maintain the confidentiality of the Disclosing Party's Proprietary Information for a period of five (5) years from the date of disclosure, unless such information becomes publicly available through no fault of the Receiving Party or as required by law.”
What is a nondisclosure agreement? Whereas confidentiality agreements are typically devised in employment or personal situations to protect sensitive information, NDAs are often used in business and legal settings to protect trade secrets, client lists, and financial data.
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.
All NDAs should include these specific elements: Identification of Parties: Also known as “parties to the agreement”, the purpose of this section is to identify the people and/or entities involved in the non-disclosure contract. It explains who the disclosing party and recipient of are, using names and addresses.