My previous blog post was triggered by a privacy agreement issue – what is the best way to protect the revealing party from losses caused by unauthorized disclosure by representatives of the recipient? I had opted for compensation pretty much, but among those I consulted, it turned out to be an unpopular choice, to a extent that surprised me. The concept of compensation is somehow tainted with baggage; Let`s keep watching this. This approach will not be for everyone. Finally, each company wants to ensure that its contracts are watertight and developed to their individual satisfaction. But is it worth the time and effort for every remote opportunity? Certainly not, especially given the sums. Given the rare breaches of confidentiality regarding the information related to the sale (and the question of whether most of the information is actually confidential?), it is certainly wise to use as much as possible a standard document which: Compensation is a contractual obligation to pay money. Lawyers like them because it may be easier to claim compensation than to violate a standard contractual obligation. You can also change the normal rules on the types of losses available to make claims. These contracts generally cover the unveiling part and the receiving party.
Confidentiality agreements are the most widely used in the field of employment, but may also exist between independent contractors, suppliers, suppliers, investors and other counterparties and associated companies. Complex multi-party situations, differentiated categories of information and different rights of use may require tailored development and legal advice on the merits. But these situations are the exception and, in most cases, all that is needed is to include some key variables in an otherwise standard agreement. The question of the extent to which the elements of a claim relate to the elements of an infringement claim has caused so much noise that I can see that it might be counterproductive to include the language of compensation in Koncision`s confidentiality agreements. If I could cite the authority that compensation can be benign, I would rather be an advocate for compensation. But the fact is that I have not seen any authority in any way on this issue. An exclusion clause indicates information that is not considered confidential and may relate to objects already known to the receiving party, which have been received by a third party, have been independently developed and/or made public. A good NOA is a clear confirmation of confidentiality obligations without unexpected or incriminating clauses that can be agreed as quickly as possible. In most cases, this is not the best time to adapt each clause to your scenario – avoid the models that require it. It only delays the possible agreement and only slightly improves (if ever) your legal position. Because of this complexity, liquidated compensation clauses are tainted by difficult and generally heavily negotiated clauses.
They are often used to manage delays in construction or IT projects that include an amount per day of delay, sometimes limited to a total amount representing a certain percentage of the overall liability limit.