Understanding Confidentiality Agreements

Confidentiality agreements can be essential to business function.  They can also be fairly complex contracts, and there are several important laws that dictate how they must be handled.  When two or more parties need to share information in order to function as a partnership or determine if a partnership or business deal would be in their best interest, a confidentiality agreement is required if they wish to limit how the other party shares or uses the information.  It is even common for many new hires at companies to sign confidentiality agreements with their employers.

Some issues frequently discussed in confidentiality agreements include:

• A description of exactly who is involved in the confidentiality agreement
• An exact definition of what things or information will be kept confidential
• A discussion of any items that may be excluded from the confidentiality agreement
• A timeline for when information may be shared or used, if applicable
• A description of times information may need to be disclosed, such as if one party is under subpoena
• Requirements made upon the person or party receiving the information

Some confidentiality agreements dictate that the passage of information only goes one way.  In these agreements, known as unilateral confidentiality agreements, one party shares information with others, but there is not a give and take of information.  In others, the information is exchanged in a more equal manner.

You may need assistance in creating a confidentiality agreement or have concerns over an agreement you believe was breached.  Either way, a business lawyer may be able to through the complicated legal proceedings that will follow.