Free Colorado Non-Disclosure Agreement


The Uses of the Non-Disclosure Agreement in Colorado

Do you deal with sensitive information in your line of business? Do you worry that your employees, investors, or the independent contractors you hire frequently could divulge your secrets to your competitors or the public, pulling the rug from under your feet to cause significant losses? Perhaps it’s time you protected those secrets that position your business uniquely.

How? Well, all you need to do is to draft confidentiality agreements (CAs) or non-disclosure agreements (NDAs). Once signed, these documents will prohibit your employees or other parties with information about your company from disclosing those details to third parties.

Using a free Colorado non-disclosure agreement, you have a clean and a fast method that lets you enter into a contract where your trade secrets, intellectual property, and any other confidential information is protected. Under Colorado’s Uniform Trade Act, individuals, as well as entities, get the chance to develop these contracts allowing safe and secure business transactions. This is possible because the contract has unique elements like obligations and definitions, as well as consequences that are legally binding, as long as the parties sign and date the document.

  • When do you need a confidentiality agreement in Colorado?

    • When you need to maintain a competitive advantage in the market. This comes about from the fact that the free non-disclosure agreement in Colorado allows the protection of proprietary information, as well as trade secrets from the media, competitors, and the public.

      Note: while the NDA forbids employees from divulging your trade secrets, it is not very restrictive, and you might want to include non-solicitation and non-compete clauses. The non-solicitation clause forbids the employees from soliciting customers to enter into business with them. The non-compete, on the other hand, takes things to a higher level by restricting the employees from working for the competition or creating businesses that are in direct competition with the company, especially through the use of the information and the experience from the disclosing party. The non-competes are enforceable for a specific duration of time, and they are also limited by scope and geography.

    • When you want to explain the responsibilities of the parties to the contract. With the incorporation of a confidentiality clause, the NDA creates a confidential relationship between the parties signing the document. Using the document, the disclosing party explains how the information can be used, when the link or the information ceases being confidential.

    • The NDA could be used to set the standards for handling information. The parties involved in the agreement must treat the confidential information given by one party as secretive as they would treat their own trade secrets. For this, it would be important to have standards that will allow dealing with the confidential information. The standards could include password protection for files to ensure the preservation of secrecy.

    • Protection of patent rights for inventors.

    • Protection of information during mergers or acquisitions ensuring that information that could shake the market and stocks is not revealed until the deal is final.

    • It lays the groundwork for legal action especially litigations and arbitration processes. This is because, in the event of a dispute, there exists a process for the formal exchange of information. Here, both parties must sign the NDA that prohibits the disclosure of the information outside the litigation.

    • You could also use the NDA when dealing with professionals. This is common with doctors and patients where doctor-patient and attorney-client binding agreements are signed.

So, what makes the NDA enforceable?

Concise definitions: the document must explicitly express the details of the confidential information or the category that it falls into. Doing this ensures that the rules of the contract or the consideration/ subject of the document is understood before the receiving party attempts to release the information. Basically, this is where you say what the CA/ NDA is all about.

Exclusions: while mentioning what you intend on keeping a secret, you also need to reveal the information that is not regarded as a secret. Often, this is the information that the receiving party is aware of before signing the document because the information is available publicly or because they found out the information before signing the NDA.

Obligations: besides preserving secrecy, the document must highlight what the receiving party should not do as well as the procedure they should take when returning the trade secrets. The consequences of a breach in the contract are also highlighted here.

Time: this indicates how long the receiving party is required to keep the information a secret.

Lastly, it must be signed and dated by the parties involved in the exchange of trade secrets.

Factors that make information confidential

  • For confidentiality, you (and the courts) have to consider

    • How much of the information is known outside and inside the business?

    • The precautions that have been taken by the person holding the information to maintain the secrecy of the information

    • The value of the information

    • Money used or the effort taken to get the information

    • The time and the expenses a competitor would require to create the information

Are you in Denver, Aurora, Boulder, Fort Collins, Colorado Springs, Durango or any other city in Colorado, and looking for an NDA form? Get started with our free non-disclosure forms available online.