Another point is the date when the confidentiality period should begin. Some entrepreneurs are uncomfortable when they approach the issue of signing a confidentiality agreement, while others take a rather non-trawling approach and wait for the conversation to “become more serious.” The NDA agreements do not work in China, but the NNN agreements, I have a question for you that has bugged me for several years. From time to time, my company shares company information with a third party and first enters into a confidentiality agreement (CA) [also known as the confidentiality agreement – KAA] with the third party. Our CA has a five-year term and is often negotiated in a shorter period of time. Several lawyers have suggested that we remove the clause from our agreement and force the third party to ask for a clause. These lawyers argue that if a clause is not requested and there is therefore no clause in the CA, the term is unlimited (i.e. the confidentiality obligations will last forever), which would benefit my business. Other lawyers I spoke to said that a certification body without a clause could be overturned by a court (either the court would impose its own appropriate clause or cancel the entire contract for reasons of indeterminacy). Do you know any case law on this particular subject or have you thought about whether or not you should introduce a clause into a certification body (or another contract)? The derogation from all obligations that are terminated on the termination date is when a survival clause has been included. A survival clause explicitly states which obligations will “survive” the duration of the agreement. Clauses that survive an agreement generally contain the confidentiality clause.
Although a confidentiality clause may “survive” the duration of the agreement, the standard duration of a confidentiality clause is generally two to four years after the termination date. Companies that receive confidential information will be reseive to agree on an unlimited confidentiality clause. Many clients, particularly those based in the United States, ask us for confidentiality agreements that include a time limit on confidentiality obligations (usually three to five years). Delays are particularly common in the technology sector, where technology tends to move and develop faster. An NDA may be terminated by the provider of confidential information if the confidentiality agreement provides for it.