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1. We recommend that you only disclose your invention or trade secrets to others you trust and have a "need to know". If you don't trust them or they don't have a "need to know" the information, don't disclose it to them.
Before presenting a Confidential Disclosure Agreement to another party, you should have a clear idea of what kind of information or assistance the other party will provide. Ask yourself, "Why am I disclosing this invention to this individual?" If you are only disclosing the invention to determine whether the individual thinks the idea is a good idea - only disclose the invention if you value their opinion and can trust them.
2. Generally, a "Confidential Disclosure Agreement" should be used whenever you disclose confidential information to anyone that does not have a long-term duty to maintain secrecy, such as employees, vendors, potential licensing parties or a potential investor. A sample of a Confidential Disclosure Agreement can be viewed and downloaded by clicking on item #4 under appendix shown on the previous page.
3. A "Confidential Disclosure Agreement" must be used if you intend to file for patent protection for the information being disclosed. For U.S. patents, a public use or disclosure of the invention more than one year before a patent application is filed, will prevent you from obtaining a patent for the invention. A "Confidential Disclosure Agreement" may prevent a finding of public use or disclosure of the invention.
4. One important purpose for using a "Confidential Disclosure Agreement" is to inform the other party, called the DISCLOSEE, that he or she is to treat the disclosed information in a confidential manner. It is very difficult to sue someone for breach of "Confidential Disclosure Agreement", therefore, don't rely on this Agreement for full protection. Another important purpose is to notify each party that the duty to keep the information confidential continues after the Agreement is terminated.
5. Two copies of the "Confidential Disclosure Agreement" should be presented to the DISCLOSEE prior to disclosing the invention. After he or she has signed both Agreements, both of you should keep one copy for your records. We also recommend that you complete and attach a Proprietary Information Transmittal Record (PITF). On the PITF you should specifically list the items given to the Disclosee and then have the Disclosee sign and return the PITF to you.
6. If you need assistance, please contact our office at (425) 637-3035 or dac@nwpatents.com
Sample Invention Confidentiality Disclosure Agreement
Instructions for Invention Confidentiality Disclosure Agreement |
