Confidentiality Agreements

This practice note provides an overview of confidentiality agreements, also known as nondisclosure agreements (NDAs) or secrecy agreements. Topics discussed include how to define confidential information, trade secret considerations, mutual versus unilateral obligations, and key clauses in confidentiality agreements such as intellectual property (IP) ownership, consideration, the duty to protect confidential information, permitted disclosures, return or destruction of relevant documents, non-solicitation, assignability, term, and liquidated damages clauses.