On the other hand, the courts in New York and Delaware held that they were competent even though the decision of the agreement was the only relationship with the state. However, note that some courts, such as the Indian Supreme Court of Swastik Gases Private limited v. Indian Oil Corporation Limited, have held that while the parties have explicitly designated a jurisdiction in their agreement, the court has not required the words “exclusive” and “only” to establish that other jurisdictions are ousted. 9. Limited liability, etc. – Most trade agreements contain provisions that limit the liability of the parties in different ways. Not all of these restrictions exist in an NDA. For example, if the informer`s confidential information is misused, the denudator would expect compensation for indirect damages. Therefore, the limitation of liability must be carefully checked. Several states have passed new laws that restrict the use of privacy agreements (NO-Veude) to allow companies to review their policies and practices.
Below are some general “best practices” for NDAs. A court that is not explicitly mentioned in the NOA should check whether it is competent in the case by verifying whether it had a connection with the parties or with the agreement in question. 7. Disposal by the beneficiary – keep in mind the clause of the agreement that allows the transfer of the agreement by the beneficiary to others, z.B in the case of a transaction of M-A (for example. B if the recipient sells its assets and transactions to a third party). The buyer of the assets and transactions may indeed be a company with which you would not agree to disclose your confidential information. The same applies to a change in the recipient`s control, especially when the recipient can share information with his or her related companies (this second scenario is rarely dealt with, but the risk is always present). 1. Reciprocal (“unilateral”) – should the agreement be reciprocal or unilateral? If only one party shares and discloses confidential information (this part, the unveiling) and the other party receives only confidential information (that part, the recipient), there may be a unilateral NOA.