Confi dentiality and Confi dential
Disclosure Agreements (CDA)
UK Intellectual Property Offi ce is an operating name of the Patent Offi ce
Confi dentiality and Confi dential Disclosure Agreements (CDA)
Confi dentiality
Are you an inventor trying to contact a potential manufacturer,
fi nancial backer or other partner? Or perhaps you are just
thinking about sharing your ideas with someone about a new
product or process you have developed - for example in
planning to start a business. If so, have you thought about
confi dential disclosure agreements and how these could help
you? Read on…
Sharing new knowledge and original work which you intend to
use commercially requires a high degree of mutual trust.
For example, to get a patent an invention must be new, in the
sense of not having previously been available to the public. If
you tell even one person about your invention before a patent
application has been fi led then this may invalidate any patent
granted and leave you with no rights, unless the disclosure was
made “in confi dence”.
This is why it is critically important to consider confi dentiality
before you approach another company or individual when
seeking to develop your ideas. In addition to any inventions
you may wish to patent, unpatented but confi dential ideas
(known as “trade-secrets”) can be an equally important
intellectual property asset. Trade secrets can be diffi cult to
protect but Confi dential Disclosure Agreements can help.
Confi dential Disclosure Agreements (CDAs), also known as
Non-Disclosure Agreements (NDAs), are legally-binding
documents that enable you to record the terms under which
Confi dentiality and Confi dential Disclosure Agreements (CDA)
you exchange secret information. You are strongly advised to
consider using one if you are going to disclose the details of
your secret technical idea to another party. That is not to say
that a duty of confi dence cannot arise even in the absence of
such a contract. But recording the duty in a written agreement
gives added legal certainty.
The