Create a Missouri Non-Disclosure Agreement with our customizable template!
A Missouri non-disclosure agreement (NDA), also known as a confidentiality agreement, is designed to protect your business interests, more specifically, your trade secrets, from being exposed to the public or competitors by way of restrictive covenants. For example, you may use a non-disclosure agreement to protect intellectual property that you classify as one of your business secrets.
The Missouri non-disclosure agreement is usually signed when an employee or independent contractor first begins to work with you as part of an employment agreement. Before you draft or sign an NDA, you should seek legal advice from a law firm that handles employment law matters. The choice of a lawyer is an important one. Ensure that you choose with care.
Missouri’s Uniform Trade Secrets Act, MO Rev Stat §§ 417.450 through 417.467 , regulates the use of non-disclosure agreements and trade secrets. The Missouri Uniform Trade Secrets Act also explains what remedies a business may have if an employee or contractor threatens to or actually violates the NDA. In some instances, the company may be entitled to punitive damages .
Businesses may get more protection if they use an NDA along with a Missouri non-compete agreement .
Since the purpose of a Missouri non-disclosure agreement is to protect trade secrets, businesses need to understand how the law defines the term “trade secret.” Not everything a business does is something that could be considered a trade secret.
According to Missouri’s Uniform Trade Secrets Act, MO Rev. Stat § 417.453 , a trade secret is information that includes but is not limited to data (that’s either technical or non-technical), a formula, a pattern, a compilation, a program, a device, a method, a technique, or a process. The information must have actual or potential economic value because it isn't something that is generally known. It also can’t be something that other businesses could easily come up with and figure out.
In short, it must be uniquely beneficial for the business, and it must be something that could be financially beneficial for another business if they had that information. For a company to claim that something is a trade secret, it must take reasonable steps to keep that information secret.
To write a basic Missouri non-disclosure agreement, you should first read the Missouri Uniform Trade Secrets Act. This will help you better understand what type of information an NDA can be used to protect. However, this is still not a substitute for legal advice. To ensure that your agreement is enforceable, you should seek the opinion of an attorney. You can save your template in Microsoft Word (.docx) for easy editing.
The Missouri non-disclosure agreement should have a signature line for both the Disclosing Party and Receiving Party as well as a place for each to print their name. Each signature should be dated. Once the NDA is executed, each party should receive a finalized copy for their records.
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