If you use confidential information, you can keep that information secret forever. However, confidentiality agreements generally set a period during which the recipient is required to keep the information confidential. The period may depend on the nature of the business, because in a rapidly changing industry, such as technology, the reality is that information can lose its commercial value fairly quickly. In general, it is generally unrealistic to expect that your recipient will be required to keep the information confidential indefinitely. Most recipients of confidential information will want to ensure that there is a specific date after which they will be released from their obligations. A non-circumvention clause in an NDA is intended to prevent the recipient of confidential information from using it for strictly defined purposes. Its purpose is to prevent the beneficiary from moving forward with a deal or contract without you, for example by going directly to your suppliers and cutting you off from the agreement. Our labour law team specializes in advising on confidentiality and personnel agreements and in this article deals with the management of a breach of confidentiality by employees. The case means that it is all the more important to ensure that confidentiality clauses and transaction agreements are carefully crafted to avoid such issues. The parties should consider the following options: … While it stems from a confidentiality agreement that was the subject of a case (discussed below) in the Delaware courts in 2012: in deciding whether an injunction should be issued, the court takes into account various factors, including the need for an injunction.
If the offence can be properly compensated by a financial arbitration award, the court may decide that an injunction is not necessary. Clauses such as those mentioned above contain the parties` agreement that an injunction is an appropriate remedy. There are some issues that are commercially sensitive to a business, but you still need to share the information with a third party, for example with a potential franchisee, business buyer or new investor. Before disclosure, it is important to protect your business and ensure that the recipient of confidential information knows that they must respect the confidentiality of the information and penalties for non-compliance.