Non-Disclosure Agreements (NDAs)

NDA’s (also known as confidentiality agreements and non-disclosure agreements) are frequently used in many corporate law and commercial law transactions.

NDA’s serve an important purpose in both large and small business and, when used properly, will help protect confidential information, keep trade secrets, and preserve the unique aspects that make your business work and differentiate it from your competitors – ultimately enhancing the value of your business

Even though NDA’s are one of the most frequently used and one of the most important documents for a business, they are often overlooked or not fully understood until something goes wrong and the NDA needs to be relied upon.

The commercial law team at Herrington Carmichael understand the importance of putting controls around the use and disclosure of the confidential information belonging to your business. We have vast experience in drafting, negotiating and advising on NDA’s.

We can help you to ensure your confidential information is protected under an NDA to the highest extent possible, we can also provide strategic advice on how to best protect your business and its reputation and what practical steps you can take to protect your confidential information.

If you find yourself in a situation where your confidential information is being misused and no NDA is in place, all is not necessarily lost – the common law duties of confidence may assist.

For more information on NDA’s and their benefit and the common law duty of confidence, read our articles on Confidentiality Agreements & Non-Disclosure Agreements. 

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Recent Commercial Law Cases 

Wealth Management Contract

Herrington Carmichael were instructed to advise on and negotiate a SAAS development and services agreement between a wealth management business and a wealth management platform service provider. Complexities included ensuring appropriate business continuity plans were in place (including software escrow arrangements), and ensuring compliance with the FCA rules on outsourcing to the cloud.

Commercial contract for new product

The commercial law team were instructed to advise on and negotiate a new product design agreement, development agreement and manufacturing agreement for a new product for use in the security sector. As part of the project, Herrington Carmichael were required to ensure a back to back contract was entered into with suitable flow down provisions to the key parts manufacturer.

A Complex Global Software Distribution Agreement

Herrington Carmichael were instructed to advise on and negotiate firstly an Australian and then a global software distribution agreement. Complexities included negotiating with a global business with strict contractual requirements and policies, whilst seeking to ensure a favourable position to our client. We were also required to manage the local law advice in respect of contracts governed by foreign laws and further to ensure that suitable terms were imposed on resellers commensurate to the protections required by our client.

The impacts of COVID-19

Impact of Covid-19 (Coronavirus) on commercial contracts: Some Practical Tipsre

Businesses are facing increasing uncertainty in light of the rapidly evolving Covid 19 (Coronavirus) situation.

Click to read more >

Coronavirus – What about my Contract?

Coronavirus is having an unprecedented impact on the business and personal lives of everyone. Putting aside the obvious complications of trying to avoid social contact and staying healthy; the next big headache is how to keep businesses moving forward properly.

Click here to read more >

Contract termination: Getting it wrong

A business wishing to terminate a contract should carefully assess whether a valid right to terminate has arisen and should also carefully assess the practical requirements for terminating the contract.

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