Aldrich Law Firm, Ltd.
Aldrich Law Firm, Ltd.

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877-508-0433Good People Deserve Good Lawyers. ®

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Not all NDAs are enforceable

Contracts are often the lifeblood of a business. This has become especially true as the nature of business in Nevada has become more complex with issues such as digital transactions and international commerce. Well-crafted business contracts are primarily designed to keep a company rolling with a minimum of disruption. How effective a contract will be, however, depends largely on how well the actual language of the contract anticipates the real world situation and whether any existing law or precedence addresses the specific matter.

There are many potential reasons why a business owner would desire to have another party sign a non-disclosure agreement, but it’s generally done to protect from disseminating some piece of information. For example, that information may be somehow proprietary to the actual operation of the business, a new or inventive idea or of a personal nature that would be embarrassing if publicly known. To be legally enforceable if challenged, an NDA must comply with standard requirements for any contract as well as certain other non-disclosure specifics.

The respective parties, referred to as the “disclosing” party and the “receiving” party, must be identified. In addition, the contract must identify the protected information as well as the scope, exclusions and terms of the agreement. The enforceability of an NDA often turns on the issue of whether the agreement is overly broad. Courts tend to favor more narrowly written agreements that act to be less restrictive of trade.

An experienced business contracts lawyer can review or offer assistance in drafting business contracts. It is generally preferable to be proactive in running a business rather than reactive after a problem arises.

John P. Aldrich
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