Keep commercial discussions confidential
You cannot unshare information, so the agreement has to come first.There is a conversation you need to have, and it involves telling someone outside your business something you would not want repeated. A confidentiality agreement is what makes that conversation safe to have: what is protected, what they may use it for, who else they may tell, and what happens to it if the deal never happens. We draft it so it covers the discussion you are actually about to have. It takes very little time, and it is the only protection that has to exist before the meeting rather than after it.
A definition that covers it
Confidential information is drawn around what you are actually disclosing, not around a generic list.
A purpose they cannot exceed
The agreement says what the information may be used for, so anything else is a breach rather than a debate.
A term that matches the value
A customer list or a process stays valuable for as long as it is secret, and the obligation is set accordingly.
What does a confidentiality agreement actually protect?
A confidentiality agreement, often called an NDA, is a contract in which someone agrees to keep your information to themselves and use it only for an agreed purpose. Unlike a trade mark, there is nothing to register. Confidential information is protected by the agreement itself and by the general law’s duty of confidence, and both depend on you having treated the information as confidential in the first place. That is why the document matters more here than in most areas. It defines what counts as confidential, what the other side may do with it, how long the obligation lasts, and what happens to your material when the discussions end.
What is the difference between a confidentiality agreement and an NDA?
Nothing. They are two names for the same document, and you will also see it called a confidentiality deed. What matters is what it says, not what it is called.
Should the agreement be mutual?
It should be if both sides are disclosing, which is common in a joint venture or a merger discussion. If only you are disclosing, a one-way agreement is simpler and gives you more room. We will tell you which one fits.
How long should confidentiality last?
For as long as the information is worth protecting. Financial results may be stale within a year, while a formula, a process or a customer list stays valuable indefinitely. A standard twelve-month term is often far too short.
Can I actually enforce it if someone breaks it?
Yes, and the most useful remedy is usually an urgent order stopping further use or disclosure. Proving what you lost can be harder, which is why the agreement should also cover return of material and record clearly what was confidential.
Meeting booked and nothing signed yet?
Tell us who you are meeting and what you need to tell them. A confidentiality agreement is quick to put in place, and it has to be done before the conversation rather than after it.
Information is the one asset you cannot get back
You need to share something valuable in order to get anything done: a set of numbers, a process, a customer list, a plan you have not announced. Once it is said, it is known, and no agreement written afterwards can make it unknown. The uncomfortable part is that the people you most need to tell, a buyer, an investor, a potential partner, are often the people best placed to use it.
- We will work out what you need to protect and who you are disclosing it to.
- We will draft the agreement with a definition and a permitted purpose that fit.
- We will set the term against how long the information stays valuable.
- We will advise you on what to do if the agreement is breached.
The conversation you need to have is the one that exposes you
Someone has approached you about buying the business, investing in it, or working together on something neither of you could do alone. To get past the first meeting you have to show them how it actually works: the margins, the supplier terms, the process you built, the customer relationships that make the numbers what they are. They may become your buyer or your partner. They may also walk away in three weeks knowing all of it, and the only thing standing between those two outcomes is what you put in place before you start talking.
What's included in your confidentiality agreement service
- Advice on what you are about to disclose and how it should be defined.
- Drafting of a one-way or mutual confidentiality agreement.
- A permitted purpose clause limiting what the information can be used for.
- Provisions for return or destruction of material when discussions end.
- Advice on enforcement if the agreement is breached.
A generic NDA protects a generic conversation
An agreement that defines confidential information vaguely leaves you arguing later about whether the thing they used was ever covered. One with no purpose clause lets them use what you told them for something entirely different, because you never said they couldn’t. A term expiring in twelve months is no use at all for a formula or a customer list, which stay valuable for as long as they are secret. A clause requiring return of documents means little if it says nothing about the copies on their systems. None of these look like problems while everyone is getting along. They surface when the discussions have failed and the other side has no reason to be generous.
How you have the conversation safely
We start with what you are about to disclose and who to, because a document for a potential buyer looks different from one for a contractor or a joint venture partner. The definition of confidential information is then drawn to cover it, and the permitted purpose is stated so the information cannot be used for anything else. The term is set against how long the information stays valuable rather than a default twelve months. We cover the people they may tell, what has to be returned or destroyed, and what happens if they breach it. You end up able to have the conversation you need, with the limits agreed before anything is said.
How the agreement gets put in place
It only works if it exists before the conversation does.Name what's protected
We work out what you are about to disclose and to whom, which decides how the definition needs to be drawn.
Draft the agreement
We set the permitted purpose, the term, who else they may tell, and what happens to your material afterwards.
Sign and share
You have the conversation with the limits already agreed, rather than trying to impose them afterwards.
An agreement drawn for the conversation you are actually having
By the time confidentiality becomes a problem the conversation has already happened, which makes this one of the few legal documents whose entire value is in existing early. It is also the one most often downloaded rather than drafted, because it feels like a formality on the way to the real deal.
We have 2 Accredited Specialists in Business Law. We are ISO 9001 accredited as well, so what happens on your file, and when you hear about it, are defined rather than assumed.
Our great lawyer guarantee
Six principles we hold to, whatever you bring us and however long it takes.
Take the time
We listen carefully to understand what you want to achieve, then step you through the advice and the documents.
Share our knowledge
We pass on as much as we can, so you can make your own informed decisions.
Stick to our knitting
We only do what we are good at, so you never pay for our learning.
Work as one team
Someone is always available to answer your question or point you the right way.
Fair pricing
A fixed or capped quote for advice and documents, so you do not carry the price risk.
It is your show
We are in it for a front row seat to witness your success, not for our egos.
Get it in place before the meeting
Tell us who you are talking to and what you need to disclose. We will have an agreement ready that covers the conversation you are about to have.
More on this area of law
Read more about confidentiality agreements, trade secrets and protecting information before you share it.
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