Mistakes to Avoid When Creating a Non-Disclosure Agreement in Mississippi
A confidential agreement (CA) is also called a non-disclosure agreement (NDAs) refers to a legal instrument that communicates a company's (or personal) need to protect some information which it considers confidential from falling into the wrong hands.
When handling information that gives a company its competitive advantage, it is important to safeguard that information in an acceptable manner, especially because your employees, as well as independent contractors and investors, can access the information. While verbal promises work in some cases, an oral arrangement is easy to break. To counter that risk, put down that promise in writing. An NDA makes that possible.
But first, you have to download a free Mississippi non-disclosure form which will guide you on the information that should be in the NDA. Unfortunately, there are numerous cases where the NDAs created fail to protect your business because of some mistakes. And to ensure that such mistakes do not affect you, we have compiled a list of some leading mistakes to avoid when creating an NDA
Taking templates as they come
While we can all agree that using a free non-disclosure agreement in Mississippi whose template is downloaded online simplifies things, you would be making a grave mistake by overlooking the contents of the document.
Some forms are comprehensive, and others are skimpy. Either way, you need to look at the form and populate it with all the unique features or requirements that meet your needs. So, you should identify the parties of the NDA and then name them. You also need to move beyond the 'Confidential' mark to specifics.
Enter the unique details of the information you consider confidential, and if there are other unique features, you should identify them.
You also need to indicate what falls under the Exclusions clause and the obligations of the parties. For example, the exclusions include information known to the public at the time of signing the NDA, as well as information obtained by the receiving party legitimately say from reverse engineering.
Under the obligations, check if the document clearly stipulates circumstances that constitute a breach of contract, the consequences of the breach, or even the fact that the receiving party will not be in breach of contract if they disclose the confidential information when compelled by the government or the court. The receiving party should, however, notify the disclosing party of such developments.
Also, detailing how and when the receiving party can return the materials related to the NDA is crucial. By taking into account every little thing related to the NDA, you protect your trade secrets further, and you don't have to worry about the information leaking because you were a little careless or because the receiving party became corky and use a loophole to their advantage.
In addition to making the contract inclusive and easily enforceable, you need to use precise verbiage. Especially because the court considers vague details void. So, do your best to include every specific detail in the NDA to make the contract enforceable and reasonable.
Failing to create reasonable restrictions
Even if an NDA appears complete and favorable in your eyes, the last decision lies with the court. You should, therefore, strike a balance between your need for protection against unfair advantage and the ability to protect the rights of your employees. If the time frames and the geographical scope of the NDA restrict an employee from working in a field, they have been trained in or one they are passionate about, the court will disapprove the NDA on the grounds of being unreasonable.
Considering that you can use an NDA to lay the groundwork for legal action, you need to make sure that you cover all the grounds. Make your NDA reasonable. Wondering what else falls in the unreasonable list? Well, restricting ex-employees from working anywhere in the US counts.
Failing to account for third parties
Don't let the thought of an immediate threat make you even more vulnerable. Your senior employee or key engineer has teams they work with. Have you put in place measures that will protect your trade secrets from being disclosed by third parties?
Involve the contractors, consultants, suppliers, and investor by mentioning that they are on a need-to-know basis. In some cases, some of the third parties might have to sign NDAs too. For this, you could execute something like a 3rd party relationship vendor agreement.
An NDA without Signatures
The receiving party and the disclosing party must sign an NDA. Ensure that the documents are signed early on to make sure that you don't reveal more than you need to before signing it. Keep in mind that only details discussed after you sign the NDA are regarded as confidential information. You might, therefore, want to get your confidentiality agreement in Mississippi upfront and sign those documents in advance.
Non-compete agreements are common in places of employment, and they seek to prevent/stop employees from working with an ex-employer's direct competition or even working in the same field as the employer for some time and around a certain radius.
But, even with all the restrictions put in place by the employer, the terms will only be enforced in court if they are fair and reasonable. The consideration should also be deemed suitable (initial or continued employment).
Whether you live in Tupelo, Biloxi, Jackson, Hattiesburg, Gulfport, Meridian, Vicksburg or any other city in Mississippi, you can access our non-disclosure forms at no cost.