A question on NDAs and immortality: can an NDA outlive Connor MacLeod of the Clan MacLeod? The skinny on how long can an NDA last.
How long should a non-disclosure or confidentiality agreement last? Well, stick around and I’ll tell you.
Hi everyone, Simon here from The Contract Company. Contracts, that’s what we do, all day every day, and sometimes overnight. Lucky us.
So how long should a confidentiality agreement last? Well, here’s the answer: boom, as long as you like.
That’s it, I’m done, I’m out. That’s gotta be the world’s fastest legal education video, must be some sort of world record.
Okay, little bit more information, no problem.
NDAs and Immortality: How Long?
It is a contract and the parties to a contract are free to agree on anything they like as long as it’s not unlawful. The parties can agree that the obligation to keep certain information under that document confidential could last in perpetuity.
But, while one party wants the confidential information to be kept confidential for as long as possible, the other party is usually against that. This is because it imposes unfair obligations.
Or not unfair, but it imposes onerous obligations on them to put in place systems and processes to keep that information confidential.
So under the theory, it’s possible that information under an NDA is protected indefinitely. The reality of it though is they never are. They usually have a term between one and seven years, and I think sort of three to five years is common.
You can go to the long-range of the spectrum, say the five, six, seven-year mark. This is as long as you include in the NDA standard sort of clauses. Sort of clauses that basically say, if the information is disclosed or becomes part of the public domain through some other means, then the terms of the NDA cease.
So if you do fair things like that, then you can actually try and impose a term or a longer term in that sort of five to seven-year mark. I hope that helps.
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