Cedar Rapids Non-Disclosure Agreement Lawyers
In a highly competitive marketplace, every effort should be made to protect a company’s trade secrets. While a company might implicitly trust its employees to do so, it is advisable to legally obligate employees to maintain trade secrets. These agreements ensure that in the unfortunate circumstance that an employee may attempt to use a trade secret for their personal advancement at a rival company, there is legal recourse for any improperly used or disclosed trade information. As such, drafting a comprehensive non-disclosure agreement can be critical to a company’s continued success.
The Cedar Rapids business lawyers at Arenson Law Group, PC have assisted many businesses in drafting non-disclosure agreements to promote continued, healthy growth. We know how difficult it can be to get a competitive edge in today’s business world, but we will help you take the necessary precautions to stay ahead. Contact us online, or by calling (319) 363-8199.
Do I Need a Non-Disclosure Agreement Attorney?
When considering whether to require employees to execute a non-disclosure agreement, you may have questions about how such an agreement can benefit you and how to best protect your valuable trade secrets. An experienced non-disclosure agreement attorney will be best suited to address your concerns and develop an agreement containing language that reduces your risk. Numerous factors must be considered, including ensuring that confidential and proprietary information is defined and that enforcement of the contract can be accomplished fairly. An attorney familiar with non-disclosure agreements understands the potential pitfalls and how to avoid them.
Although many attorneys have some experience with drafting and reviewing contracts, a non-disclosure agreement is a specialized agreement that must effectively define what is protected when someone signs it. Additionally, any exceptions to these protections should also be spelled out in the contract. Because the terms of a non-disclosure agreement are often nuanced, it is wise to choose an experienced attorney to assist you.
Why Choose Arenson Law Group, PC to Handle My Case?
An attorney who is knowledgeable about non-disclosure agreements is a must. Every company’s situation and need for a non-disclosure agreement is unique. Arenson Law Group, PC has extensively represented business clients, assisting with the creation and implementation of a non-disclosure agreement, and we can do the same for you. Our goal is to make the non-disclosure agreement process smooth so that you can focus your energies on running your business.
We have significant business experience, which means that we understand the pressures you face. In particular, managing partner James Arenson operated and was the franchise-holder of Chevrolet, Mercedes-Benz, and Volvo franchises for over twenty years. Mr. Arenson and senior attorney James Radig maintain high peer ratings indicating the highest levels of professional excellence. The entire legal team at Arenson Law Group, PC is dedicated to protecting clients’ interests and helping them get results.
Overall, the attorneys at Arenson Law Group, PC have a straightforward approach to helping you find solutions for the issues that arise in your business. We strive to solve problems and enable businesses to operate more freely. If it is time to have your employees complete a non-disclosure agreement, we have the experience to make sure that the end result best serves your business interests. Your satisfaction is our ultimate goal.
Types of Trade Secrets a Non-Disclosure Agreement Can Protect
Determining what constitutes a trade secret for your business can be critical to protecting your interests. Typically, a trade secret is usually a piece of critical information that derives value, actual or potential, from being secret, including:
The Uniform Trade Secrets Act (UTSA) protects this information from being misappropriated or otherwise illegally used. An experienced lawyer can help your business determine what may constitute a protected trade secret.
Why Do I Need a Non-Disclosure Agreement?
An NDA is useful in ensuring that employees respect company property and secrets if or when they choose to take a job with a different company. Your business works hard to innovate and push the boundaries of your industry; the fruits of these efforts are well worth protecting.
If you don’t yet have an NDA, you’re leaving your company’s secrets unprotected, and your competitors may be able to use the work that you’ve done in research and development to their advantage.
An NDA ensures that if current or former employees divulge any confidential information, you have recourse to protect your company. With a skilled business lawyer, you will be able to ensure that the NDA you craft is comprehensive and legally-binding.
Contents of a Non-Disclosure Agreement
The contents of a non-disclosure agreement typically contain several key provisions:
- Definition of the information to be protected: A non-disclosure agreement is designed to protect highly sensitive, confidential and proprietary information. To do so, the agreement must adequately define the protected information. A thorough definition of the terms of the contract minimizes uncertainty and makes it enforceable.
- Length of time: A non-disclosure agreement could be drafted to be indefinite, but it may not be enforceable in court. Based on this concern, it often makes sense to specify a time period for the contract’s duration, which is typically from three to five years.
- Exceptions: While a non-disclosure agreement is obviously intended to prevent information from being disclosed, there often are exceptions that may allow disclosure. These exceptions can include things such as information that a third-party has the right to disclose, information known to the public, or information that becomes publicly known through no fault of the person signing the agreement.
- Enforcement mechanism: An experienced attorney will make sure that the provisions of a non-disclosure agreement are reasonably likely to be enforced in court. However, as a practical consideration, it is best to include a means of enforcement in the contract. The issues that are highly significant to enforcing a non-disclosure agreement include the choice of law that will be employed in a dispute, the location, and method of resolving the conflict, and attorney fee provisions. Specifying these three qualifications for enforcement will provide some stability and the ability to anticipate what may happen in the event of a breach. Attorney fee provisions can be crafted so that the prevailing party can also recover attorney fees from the other party, which is significantly based on the high cost of litigating in this context.
An experienced non-disclosure attorney with an understanding of the needs of your business can draft a non-disclosure agreement with the above provisions that protect your trade secret information effectively.
Frequently Asked Questions
If you are considering a non-disclosure agreement for your business, you likely have many questions. We have provided the answers to some of the most frequently asked questions below, but do not hesitate to call us at (319) 363-8199 for answers to any specific questions you have about your case.
When Can an Employee Discuss Trade Secrets?
There are some instances in which it is permissible for an employee to discuss a trade secret, but these circumstances are generally limited to being subpoenaed or being interviewed by an enforcement agency. In order to adhere to the Defend Trade Secrets Act, employers must include language in their NDAs to account for the rights of whistleblowers to speak with federal agencies.
Similarly, for employees with a potential discrimination claim, an NDA must not restrict them from discussing their situation freely with civil rights agencies or the Equal Employment Opportunity Commission.
What Happens When an Employee Breaks an NDA?
Current or former employees who violate the terms of a non-disclosure agreement open themselves up to legal action. Employees should be made aware of the consequences included in the NDA at the time of the agreement. Depending on the situation, an employer may choose to sue the employee or make them pay damages for the disclosure.
A business lawyer can help you craft the terms of your NDA so that it is completely clear to those who sign what is confidential and what is fair game. Ensuring that the terms of an NDA are clear is an effective way to both make sure that employees keep important secrets confidential as well as keeping themselves safe from being fined by the company.
What Type of NDA Do I Need?
Whether a unilateral or a mutual nondisclosure agreement is necessary depends on who you are working with. A unilateral NDA is typically the kind of agreement that an employer has an employee sign. This document establishes that an employee will keep the company’s confidential information secret.
A mutual NDA is an agreement that two companies working together commonly sign. If both companies have business to accomplish together but want to officially protect each of their interests, a mutual NDA is often an effective solution for all parties.
Contact a Cedar Rapids Non-Disclosure Lawyer Today
If you would like to draft a non-disclosure agreement, or otherwise consult about an existing non-disclosure agreement, the Cedar Rapids lawyers at Arenson Law Group, PC can assist you. To speak with one of our knowledgeable lawyers today, please call (319) 363-8199 or fill out our contact form.
Written by James H. ArensonLast Updated : December 3, 2021