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Advising Father Christmas on possible expansion and/or franchising of his business

Reasons to choose Wilson Browne

Further to the employment advice given to Snow and Noel Trading Association Ltd (S.A.N.T.A Ltd), Father Christmas is now seeking advice how to protect his current business and secret location if he opens negotiations with possible investors or franchisees.

Here at Wilson Browne Solicitors we recommend that he put a Non-Disclosure Agreement (NDA) in place.

NDAs are often used in business where one party requires another not to disclose something about the other. It may be in the early stages of a sale and purchase where information is given relating to the sale that would need to remain confidential should the transaction not proceed to completion. The party/parties signing the agreement agree that any sensitive information that they may obtain, shared for a specific purpose, will not be made available to others. Creating a ‘confidential relationship’.

The NDA protects the goodwill of the business and can be used in relation to information that is not publicly available such as:

  • Any new technology and/or innovations the company has (how does he deliver all the present round the world in one night?)
  • Future business plans
  • New product lines being designed (what will this year’s ‘big’ present be?)
  • Financial information (how is he funded?)
  • Databases of:
    • Customer (in this case “Gift Recipient”) and supplier details
    • Employee (for Santa the Elves at “Santa’s Elves Limited”) details

NDAs can be drawn up:

  • Business to Business
  • Business to Employee(s)
  • Business to Client
  • Business to Contractor

You will sometimes hear them referred to as ‘Confidentiality Agreement’, ‘Confidential Disclosure Agreement’ or ‘Secrecy Agreement’.

Businesses sometimes require their employees to sign NDAs to protect the employer’s confidential business information.

Breaking an NDA is seen as breach of contract and could leave the breaching party liable to pay damages.

If you require assistance with your business contact the Commercial Law team on 0800 088 6004.

Hazel Taylor

Posted:

Hazel Taylor

Legal Assistant

Hazel is often the first point of contact for clients of the Corporate and Commercial team. She worked previously in both the Commercial Litigation and Employment teams as a Legal Secretary and Paralegal. Hazel is also undertaking her Paralegal training with CILEX.