To remain competitive, many businesses rely on proprietary information. However, there are numerous situations in which information must be given to achieve a goal or to have an open and honest debate that will not bounce back to hurt the involved parties. Many organizations now demand outside parties sign a confidentiality agreement or non-disclosure agreement before engaging in any communication.
So, what exactly is a non-disclosure? Here's a quick rundown of everything you could want to know about NDAs. After reading the article, you would be able to answer this question: Do small businesses need a non-disclosure agreement? And should you need one, why not hire an experienced business consultant to help with the process.
A legal document that allows two parties to communicate in confidence is known as a non-disclosure agreement. Commonly protected information by NDA may include current company inventions, customer lists, client information, sales and marketing plans, trade secrets, company passwords, etc. The parties involved are required by the contract to keep some data confidential. Any data that is regarded as significant, such as a trade secret or company idea, falls into this category. When an NDA is broken, the violator is subject to legal action. Some NDAs could bind a person to secrecy for an indefinite period of time while other agreements may end the business relationship on a specific date.
Parties are frequently instructed not to reveal or use the information contained in the contract. An NDA might have unintended repercussions when it prohibits the usage of information. As a basic guideline, we encourage customers to avoid overly broad terms that might lead them to commit not to utilize the information they require to conduct business.
In general, an NDA should not cover:
Information that has been public or widely known, information gathered independently by a party, and information already in possession of a party. Sharing information is crucial when finding a potential partner in a new business, seeking investments, hiring key employees, or obtaining new clients.
If one of the parties to an NDA has a disagreement as a result of exposure to certain facts, the issue should be acknowledged and resolved. For example, if a consultant grants a customer an NDA but also represents another customer who sells the same products, it may be important to create information barriers within the consultant's business to avoid the problems, and use the information of the other party.
Suppose a consultant performs services for customers using secret techniques and is presented with an excessively wide NDA. In that case, the consultant may unintentionally entangle their exclusive approaches in the agreement not to reveal or use information.
What are the benefits of a non-disclosure agreement for a small business? When you want to disclose information that you want to keep private or that shouldn't be exploited.
Here are three scenarios in which an NDA may be required. There are others as well. So by now, you would know if do small businesses need a non-disclosure agreement.
An NDA protects your knowledge, whether you've invented the next great deal in the tech market or want to keep your recipe secret. If you don't employ an NDA, the information could be misappropriated.
An NDA, as a legally binding agreement, ensures that the people concerned cannot exploit your information for their personal gain.
Business strategies or practices, client lists, designs, drawings, papers, marketing materials, financial information, proprietary information, samples or prototypes, and far more can be covered by an NDA.
Certain common elements should be included in your NDA. These are some of them:
NDAs have a normal disclosure period of 3-5 years. You can, however, extend this time for as many years as the sides agree. You can also set rules requiring the disposal of private information when the NDA expires. Finally, you can have additional protection clauses along with some basic protection rules in your NDA.
Regrettably, proving that the second entity has broken the NDA agreement may be challenging for many business owners. Furthermore, once shared, secret knowledge loses its value. Therefore, an NDA should be as comprehensive as feasible. NDA ensures client confidence and trustworthy client relationships. Finally, do small businesses need a non-disclosure agreement? Yes, it is indeed important and helpful as well.
Ronald Osborne is an Australian entrepreneur and experienced business coach. With over ten years of business and mentoring experience, an MBA specializing in Finance, along with launching/partnering with over 10 of his own companies around the globe, he has been able to achieve his version of success. Ronald has been able to help large telecommunication companies, law firms, trade businesses, and everyday business owners improve their business and take it to the next level.
