Confidentiality Agreement (also known as Non-Disclosure Agreement or NDA)
For a new business, it is important to protect your confidential information; which includes an invention, idea, trade secret, trademark, copyright, or patent. As with most startup businesses, to get the company off the ground you need to use designers or independent contractors. In some circumstances you will need to provide confidential information simply to obtain a quote for services.
Before disclosing the intellectual property associated with your idea a Non-Disclosure Agreement (also known as an NDA) is necessary. An NDA is necessary to ensure that you can keep the third party from disclosing the information or using it for his or her own gain.
Here is an example:
Your startup business needs a website. To build this website, you will need to disclose the name of your website (trademark), the content (copyright), the code related the site’s structure (patent), and your business plan (trade secrets). All of this will likely be disclosed to give you a quote to complete the work, but what if you don’t use that web designer?
Without an NDA, the material you shared with that designer may be redistributed without you consent. Thus, a designer may use your ideas with a competing company (perhaps even without intent). A nondisclosure agreement will allow you to seek damages and secure a court order to prevent the competing venture from using your confidential information.
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