Non Disclosure Agreement For Invention Template for United States

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Key Requirements PROMPT example:

Non Disclosure Agreement For Invention

"I need a Non Disclosure Agreement For Invention to protect my new solar panel technology while discussing it with potential manufacturers in March 2025, with specific emphasis on protecting technical specifications and manufacturing processes."

Document background
The Non-Disclosure Agreement For Invention is essential when inventors or companies need to share sensitive information about their innovations while maintaining legal protection. This document is particularly crucial in the United States, where public disclosure can affect patent rights and trade secret protection. It's commonly used during business negotiations, potential partnerships, or when seeking investment. The agreement must comply with federal legislation including the Defend Trade Secrets Act and state-specific trade secret laws, while ensuring the invention maintains its patentability status under U.S. patent law.
Suggested Sections

1. Parties: Identification of the disclosing and receiving parties, including full legal names and addresses

2. Background: Context of the disclosure, relationship between parties, and purpose of the agreement

3. Definitions: Key terms including 'Confidential Information', 'Invention', 'Representatives', and other relevant terminology

4. Scope of Confidential Information: Detailed description of what constitutes confidential information, including the invention details, technical data, and related materials

5. Obligations of Receiving Party: Duties to maintain confidentiality, permitted uses, standard of care, and security measures

6. Term and Termination: Duration of confidentiality obligations and conditions for termination of the agreement

7. Return of Materials: Requirements for returning or destroying confidential information upon termination or request

8. Governing Law: Specification of applicable jurisdiction and governing law

Optional Sections

1. Non-Competition: Optional restrictions on competitive activities when protecting against competitive threats

2. Assignment Rights: Rights to assign the agreement to other parties, useful when potential corporate restructuring or sale is anticipated

3. Specific Performance: Right to seek injunctive relief when monetary damages would be insufficient

4. Residual Rights: Provisions regarding general knowledge and skills retained by receiving party

Suggested Schedules

1. Schedule A - Description of Invention: Detailed technical description of the protected invention and related confidential information

2. Schedule B - Authorized Representatives: List of individuals authorized to receive and handle confidential information

3. Schedule C - Security Protocols: Specific procedures and requirements for handling and protecting confidential information

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Industries

Trade Secrets Act: Federal law (18 U.S.C. ยง 1836) providing protection for trade secrets and establishing legal framework for trade secret misappropriation

Defend Trade Secrets Act (DTSA) 2016: Federal statute providing federal jurisdiction for trade secret protection and allowing companies to file trade secret cases in federal courts

Patent Act: Federal law (35 U.S.C.) governing patent rights and requirements, including provisions affecting disclosure of inventions

Economic Espionage Act 1996: Federal law criminalizing trade secret theft and economic espionage, providing criminal penalties for trade secret misappropriation

Uniform Trade Secrets Act: Model law adopted by most states providing uniform standards for trade secret protection and remedies at the state level

State Contract Laws: State-specific laws governing contract formation, enforcement, and validity, including requirements for NDAs

State Employment Laws: State-specific restrictions and requirements regarding employee non-disclosure agreements and trade secret protection

Federal Whistleblower Protections: Laws protecting individuals who report violations of law from retaliation, which must be considered in NDA drafting

Patent Filing Grace Period: One-year period under U.S. patent law during which inventors can file a patent application after public disclosure

Copyright Laws: Federal laws protecting original works of authorship that might be relevant to invention documentation and related materials

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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