Confidentiality clause
Introduction
A confidentiality agreement (ADC), non-disclosure agreement (in English non-disclosure agreement or NDA),[1] also referred to as contracts or confidentiality agreements, is a legal contract between at least two entities to share confidential material or knowledge for certain purposes, but restricting its public use. More formally, these texts can also be titled Confidentiality and Non-Disclosure Agreement. An ADC creates a confidential relationship between participants to protect any trade secrets. Therefore, an ADC can protect information from a private company.
ADCs are usually signed when two companies or individuals agree to a business relationship and need to understand the processes used in the other company in order to evaluate the interest of said relationship. Confidentiality agreements may be mutual, so that both parties have restrictions on the use of the information provided, or they may affect only one party.
It is also common for an employee to sign a confidentiality agreement or similar agreement upon hire. They are very common in the field of information technologies.
Characteristics
Some common characteristics contemplated in a confidentiality agreement are:.
General types
Contenido
Un acuerdo de confidencialidad (NDA) puede clasificarse como unilateral, bilateral o multilateral.
Unilateral
A unilateral NDA (sometimes called a one-way NDA) involves two parties in which only one party (i.e., the disclosing party) anticipates disclosing certain information to the other party (i.e., the receiving party) and requires that the information be protected from further disclosure for some reason (for example, maintaining the secrecy necessary to satisfy patent laws[2] or legal protection for trade secrets, limiting the disclosure of information before issuing a press release for an important announcement, or simply ensuring that a receiving party do not use or disclose information without compensating the disclosing party).