Disputes Regarding Nondisclosure Agreements
Parties use nondisclosure agreements (NDA’s) in exploring and entering into many types of business transactions. The duties of confidentiality and nondisclosure typically apply to parties who enter into an NDA and can create significant claims in litigation when such duties are breached. We have experience litigating breach of contract and breach of fiduciary duty claims when a party fails to comply with an NDA and discloses or uses confidential information, trade secrets, financial documents or other protected material.
When a party refuses to comply with its obligations under an NDA, you should contact a nondisclosure agreement litigation attorney. At Dunham LLP, our attorneys have handled claims of breach of a nondisclosure agreement arising from many different types of business transactions.
Representing Plaintiffs And Defendants In NDA Disputes
NDA disputes can put Austin business owners on either side of a lawsuit. A plaintiff may need to protect trade secrets, customer data, financial records or other confidential information. A defendant may face allegations that it improperly used or disclosed information covered by an NDA.
An NDA can prohibit both the use and disclosure of protected information. A violation does not require someone to make the information public. When a business faces an immediate risk, it may ask a court for a Temporary Restraining Order (TRO) to stop further use or disclosure.
NDA disputes can also involve the Texas Uniform Trade Secrets Act (TUTSA) when the information qualifies as a trade secret. They may also lead to fiduciary-duty claims when a party owes duties of loyalty or confidentiality. A defendant may challenge an NDA if it goes beyond legitimate business needs or covers information that was already public.
Frequently Asked Questions About Nondisclosure Agreement Litigation
NDA disputes can involve contract claims, trade secret claims or both. The terms of the NDA and the way a party handled the information can affect the claims and remedies available.
What Is The Difference Between An NDA Breach And A Trade Secret Theft Claim Under Texas Law?
An NDA breach occurs when a party violates a confidentiality or nondisclosure duty in an agreement. A trade secret claim under the Texas Uniform Trade Secrets Act (TUTSA) requires the information to qualify as a trade secret and the conduct to meet the law’s requirements. The same conduct can support both claims. For example, a business may claim that a former partner breached an NDA and misappropriated trade secrets by using confidential information to compete with the business.
Can Our Business Obtain An Emergency Court Order (TRO) To Stop A Party From Disclosing Confidential Information?
A business may ask a court for a Temporary Restraining Order (TRO) when someone threatens to disclose or misuse confidential information. A TRO can temporarily stop that conduct while the court considers the dispute. The business must show facts that support the requested relief, and the court will apply the legal requirements for a TRO. When sensitive information faces an immediate threat, prompt action may help limit further use or disclosure.
What Financial Damages Or Legal Remedies Can A Company Recover If An NDA Is Breached?
A company may seek damages for losses caused by an NDA breach. The NDA may also contain provisions that affect the remedies available to the parties. If the dispute involves trade secrets, TUTSA may allow remedies such as damages or injunctive relief when its requirements apply. A company may also ask a court to stop further use or disclosure of protected information. The available remedies will depend on the claims and the circumstances of the dispute.
How Do Texas Courts Handle Nondisclosure Agreements That Are Overly Broad Or Vague?
Texas courts may examine an NDA to determine what information it protects and what conduct it restricts. A party may challenge terms that cover more information than necessary to protect legitimate business interests or fail to clearly identify the protected information. A party may also argue that the NDA covers information already available to the public. The language of the NDA can therefore play an important role in a dispute.
What Defenses Exist If My Business Faces A Claim For Breaching A Nondisclosure Agreement?
A business may defend an NDA claim by showing that it did not use or disclose protected information. Other defenses may include showing that the information falls outside the NDA, was already public or does not qualify for protection. A business may also challenge terms that are overly broad or unclear. Reviewing the NDA, communications and other records can help identify facts that support the defense.
If your business faces problems with NDAs, seeking legal advice promptly can help you understand your options. Our team can review the NDA, as well as the circumstances surrounding the dispute.
Contact Us Now
We combine our experience in NDA litigation with flexibility regarding fee arrangements, different from the high hourly rates of large firms. Unlike many larger firms, Dunham LLP frequently offers clients the benefits of contingency fee arrangements or a hybrid fee arrangement (a combination of reduced hourly rates and reduced contingency rates). Put our experience on your side when you need a lawyer to handle disputes regarding nondisclosure agreements. For a consultation, contact us via email or by calling 512-764-3986.