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A Texas non-disclosure agreement (NDA) is also known as a confidentiality agreement. The purpose of a Texas non-disclosure agreement is to protect business secrets and trade secrets, such as intellectual property. Although many people attempt to list a perpetual time period for trade secrets in a Texas non-disclosure, it's important to note that contract law in the State of Texas says if a contract has that sort of provision, its enforceability can be terminated at will.
If you wish to write your own NDA or if you're presented with one to sign, you should seek legal advice from a law firm.
The Texas Trade Secrets Act, Tex. Bus. & Com. Code §§ 134A.001 through 134A.008 , regulates the use of non-disclosure agreements. A business must understand the roles and obligations for each party of the agreement as well as the limitations of the document.
The Texas Trade Secrets Act is very informative. It sets limitations. For example, a Texas non-disclosure agreement cannot have an unlimited time frame. If it does, the document can be terminated by either party at any time.
Companies face an increasing amount of competition. Providing the best possible protection for business secrets is important. Businesses should use the form along with a Texas non-compete agreement .
Of course, the purpose of a Texas non-disclosure agreement is to protect trade secrets. Under the Texas Trade Secrets Act, a “trade secret” is defined as any form or type of information. This includes business, scientific, technical, economic, or engineering information. It also includes any sort of formula, design, prototype, pattern, plan, compilation, program, device, code, method, technique, process, procedure, financial data, or a list of actual or potential customers or suppliers.
A trade secret may be held in tangible or intangible form. It does not matter how the information is stored, compiled, or otherwise memorialized. The information must have some sort of actual or potential monetary value.
Its value comes because the information isn’t generally known by others, regardless of whether “others” means the public or other businesses. It isn’t information that another company may determine by its own development techniques. It is something that truly is unique to the business.
The company wishing to protect the information must take reasonable measures to keep the information secret.
To write a basic Texas non-disclosure agreement, you should first read the Texas Trade Secrets Act. This will help you understand how Texas law can help protect certain types of information that gives your business a competitive edge. However, reviewing the law is not a substitute for obtaining competent legal advice. A lawyer can help ensure that your NDA is enforceable and can protect your trade secrets. You can save your template in Microsoft Word (.docx) for easy editing.
The Disclosing Party and the Receiving Party should sign and print their names. The signatures should be dated. Each party should receive a copy of the executed contract for their records.
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