Free South Carolina Non-Disclosure Agreement


Creating a Non-Disclosure Agreement in South Carolina – Everything You Need to Know

Using a confidential agreement, you will be able to protect your legitimate trade secrets, including programs, techniques, processes, patterns, and compilations. You could also use it to protect the integrity of your proprietary information ranging from patents to trademarks and other property rights.

Professionals also use it to protect the information of their clients and other parties they promise to keep their secrets under wraps unless they are compelled by the court to disclose the information regarded as confidential.

Are you still unsure of the need for the confidential agreement in South Carolina? Well, this agreement (also called a non-disclosure agreement/ NDA) refers to a written contract used to officially recognize the legally binding and contractual relationship between two or more parties. In an NDA, there always are two distinct parties – the disclosing party and the receiving party (recipient).

In most cases, the individuals that make the disclosing party include inventors, employers, entrepreneurs, and startups.

On the other hand, the recipients range from venture capitalists and investors to acquiring companies and employees. It is crucial for these two parties to understand that the information shared is sensitive, unknown to the public, and technical. It should also be noted that the court will only protect the confidential information if it’s legitimate and also acquired through legal means.

For its enforcement, you need to ensure that the document captures the details of the parties involved and it should also have specific clauses. But, before you get to the clauses, you must download a free South Carolina non-disclosure agreement form first. This form guides you in the creation of the NDA, and it increases the chances of the court enforcing the terms of the NDA.

  • When will you need an NDA form?

    • Wondering when an NDA form is crucial?

    • You’ll need the form if you need more information on the scope of the document. With the form, you will learn about all the steps needed to keep information confidential.

    • An NDA form is important if you don’t want to open yourself up for liability resulting from the use of vague language.

Essential Clauses

Description of the confidential information clause: this is the most important part of your free non-disclosure agreement in South Carolina because it explains exactly what you are protecting in the NDA. Rather than blanket descriptions, you should consider indicating exactly what the recipient is not permitted to divulge to third parties, including competitors and the public. You could say that the NDA is protecting production records, marketing strategies, accounting/ financial records, pricing models, production software or programs, among others.

Obligations clause: the NDA must indicate the fact that the recipient should not disclose information regarded as a secret. The recipient is also expected to restrict access to the information, and third parties like consultants will have to be on the need-to-know basis to access the information. The other role/ obligation of the recipient is not to use the information or related material for personal gain unless permitted to by the disclosing party.

Exclusions clause: this clause outlines information that should not be in the NDA. This information is regarded as non-confidential. This is because the information is available publicly, it was acquired by the recipient legitimately from a third party, or the recipient obtained the information on their own using personal knowledge or other legal means like reverse engineering.

Time period clause: this clause answers the question ‘how long will the recipient have to maintain the confidentiality of the information.’ Note that the time, as well as the geographical restrictions, should be reasonable and fair to both parties.

Affirmations clause: to show that the parties to the NDA agree with the terms of the agreement, they have to sign the document and date it.

Consequences of a breach

Monetary damages to cover the lost profit resulting from the unpermitted use or unpermitted disclosure

Injunctive relief is the situation where the court orders the receiving party not to disclose any more information. In most cases, the party liable for the breach will be required to pay money, and they will also be served with injunctive relief.

Non-compete agreements

  • A non-compete is a contract created by employers forbidding employees from selling or stealing your company and trade secrets or customer lists. The agreement should strike a balance between offering protection to the employer’s legitimate interests, and it should also not infringe on the employee’s right to work in a field in a field they are trained. You also need to keep in mind that the court is the final judge on the reasonableness of the NDA. A reasonable non-compete meets the following conditions:

    • It protects the employer’s legitimate business interests like customer contracts

    • It is ancillary to lawful contracts

    • It’s reasonably limited in terms of time and geography

    • It is not harsh or oppressive

    • It’s supported with a valuable consideration. The courts have determined that initial employment or the change in the employee’s employment status is a valuable consideration. However, the courts have not determined whether or not continued employment is a reasonable consideration.

Whether you have a business headquartered in Myrtle Beach, Charleston, Columbia, Greenville, Hilton Head Island, Florence, Aiken, Rockville or any other city in the state of South Carolina, you could use our free non-disclosure agreement forms easily accessible online.