Those are the key elements. If the NDA covers these points and has nothing else as far as you are concerned, then sign the agreement. Sometimes it can be difficult to define confidential information. This is a common problem, as usually a potential buyer will probably be someone in the same area as the seller. In this case, it is likely that the potential buyer will experience, at least in general, much of the “commercial information” relating to the industry. The seller wants the definition to be as broad as possible, so that nothing passes through the cracks, while limiting as much as possible the potential buyer, so that what he knows simply as evidence of the industry does not argue at a later stage. If you are on the seller`s side, you want the restrictions to be as broad as possible. This means that the potential buyer is prohibited from trading with one of your current or potential competitors and from recruiting your current customers or employees. Courts generally oppose non-competition prohibitions and must therefore be carefully formulated to deal with judicial review. Talk to a lawyer about how you can create the language necessary for this important provision in your NDA. (b) information and documents relating to the purchase, accounting and marketing of the party to the publication of the information, including, but not limited, marketing plans, sales data, business methods, unpublished promotional materials, cost and price information, and customer lists. Parties to the agreement should be included in an NOA. An NOA should define what is confidential, for example.
B the information to keep secret. Unpublished patent applications, financial information, trade secrets, business strategies, client and supplier lists, etc., are generally listed as confidential in a modern NOA. The information is not considered confidential if it has not been disclosed throughout the publication period (for example. B one year after the date of the NDA). If the recipient already knows the information, the provision limiting the disclosure or use of confidential data in an NDA is invalid. If you would like more information about a confidentiality agreement for your business sale, contact one of the Selling My Business teams.