Can you keep a Secret? Non-Disclosure Agreements, Trade Secrets, Use, Abuse and the New Law

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Jane Lambert

A recent decision of the Court of Appeal to enforce a non-disclosure agreement ("NDA") by means of an interim injunction has led to a promise by the Prime Minister to review the law relating to such agreements (see Court stops Telegraph publishing 'sexual harassment' story 24 Oct 2018 BBC website).

While NDAs,  like any legal instrument can be abused, they are a very useful business tool.   They enable inventors to discuss their inventions with potential collaborators and investors before they are ready to apply for patents.  They prevent the disclosure or use of sensitive commercial information that may have taken years to gather.  They allow business relations to continue between parties to potentially damaging disputes.

Earlier this year the trade secrecy laws of the 28 member states of the European Union including the UK were harmonized by Directive 2016/943.  While the UK already complied with most of the Directive's provisions, the new law has created new rights and obligations which I discussed in The Trade Secrets Directive 7 July 2016 NIPC Law, Transposing the Trade Secrets Directive into English Law: The Trade Secrets (Enforcement etc) Regulations 6 June 2018 NIPC Law, Transposing the Trade Secrets Directive into English Law: Confidentiality Agreements 5 Feb 2018 NIPC Law, Trade Secrecy Law changes Tomorrow - check your NDA, Standard Terms and other Agreements 8 June 2018 NIPC Inventors Club and Checking your Confidentiality Clauses and Agreements for Compliance with the Trade Secrets Directive 27 June 2018 NIPC News.

Because of the importance of this subject I am giving talks in different parts of the country on NDAs and how they can be used to entrepreneurs, business owners, angel and private equity investors, inventors and creatives and their professional advisers.   My talks are aimed at entrepreneurs and other business owners and will be free of legal terminology.  However, they will also cover enforcement options that should be useful to patent and trade mark attorneys and essentials that should interest lawyers.

My next talk will be in South Yorkshire at The Business Village, Barnsley Business Innovation Centre on  22 Nov 2018 between 16:00 and 18:00.  Admission is free but you must register in advance through Eventbrite.   Space is limited so reserve your place soon.

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