California Non-Disclosure Agreement

The California Non-Disclosure Agreement (“Confidentiality Agreement”) is a template signed by two parties, locking them into an agreement restricting one (1) or both parties from sharing any secret information learned from one another. It is an official legal document that can be used in the court of law to receive compensation from any damages that resulted from the leaked secret(s). The contract has a wide range of applications and is regularly used to protect patients from having their medical information exposed, to protect an individual pitching a business idea to potential investors, from someone sharing information about newly developed technology, and many others.

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What is a California Non-Disclosure Agreement?

California Non-Disclosure Agreement is a document used for securing confidential information commonly discussed in business interactions. Although the document has come under fire for being used as a means for unjustly keeping people “quiet” about an individual or company’s wrongdoings, the contract is an essential tool in a company’s arsenal, and allows for productive deliberation without the fear that the secrets disclosed will be used against the company or person sharing the information.

Trade Secret Law

In 1979, the Uniform Trade Secrets Act (UTSA) was enacted to make trade laws more universal between all of the states. The majority of states adopted the law, although its interpretation varies from state to state. The following is California’s Uniform Trade Secrets Act broken down section by section:

  • § 3426. Says Title 5 can be cited as the “Uniform Trade Secrets Act”
  • § 3426.1 Gives the definitions for commonly used words
  • § 3426.2 When an injunction can be issued
  • § 3426.3 When damages can be recovered
  • § 3426.4 Attorneys Fees
  • § 3426.5 States the court will do all in its power to preserve the trade secret(s)
  • § 3426.6 Timeframe to bring up a case of misappropriation
  • § 3426.7 Relation with other laws
  • § 3426.8 Implies the California version of the UTSA is meant to be similar to the general version
  • § 3426.9 Severability Clause
  • § 3426.10 Title 5 does not apply to misappropriation before January 1st, 1985
  • § 3426.11 Relation to other subdivisions/sections

How to Write

Step 1 – Download the contract in one of two formats, Adobe PDF or Microsoft Word.

Step 2 – Enter the Date, then enter the Name and Address of the party sharing the trade secret(s), also called the “Disclosing Party.” On the next line, write the Name and Address of the party learning the secret(s), called the “Receiving Party.”

 

Step 3 – Have both parties read through the entire document. If you need to alter the contract, we recommend downloading the Word version. Once read through, head to the bottom of the form and have each party write their full Printed Names, their company Titles (if applicable), the Dates they signed the contract, and their Signatures. The California NDA has now been completed.