Another approach to identifying trade secrets is to indicate that the disclosing party certifies what is confidential and what is not. For example, physical information, such as written documents or software, is clearly identified as “confidential.” In the event of an oral disclosure, the disclosed party confirms in writing that a trade secret has been disclosed. The following is an appropriate provision from the example NDA in the previous section. The jurisdiction clause defines the laws of the state that govern the confidentiality agreement. Where confidential information is disclosed or improperly used by a party and a complaint is filed, the laws of the agreed State shall apply and all trials or hearings shall take place in that State. Generally, the parties agree on the date on which the term of the agreement expires (known as the “termination clause”). For example, the confidentiality agreement could end if: in a mutual NDA (also called a bilateral NDA) confidential information is shared in both directions. In this Agreement, both Parties serve as parties to disclosure and receipt. Oral information, in particular, can be difficult to manage. Some recipients of information insist that only information transmitted in writing should be kept confidential. And of course, the party giving oral information may say it`s too tight.
The usual compromise is that oral information may be considered confidential, but the disclosing party must, at some point, confirm the other party in writing shortly after disclosure, so that the receiving party is now informed of oral statements that are considered confidential. [Citation required] A common way to protect the secrecy of confidential information provided to another party is through the use of a confidentiality agreement, sometimes referred to as a “confidentiality agreement” or “NDA”. 4. . . .