Know-how does not always refer to secret information. Sometimes this means a certain type of technical knowledge that may not be confidential, but is necessary to accomplish a task. For example, a collaborator`s know-how may be required to train other collaborators in how to make or use an invention. Although know-how is a combination of secret and non-secret information, we recommend that you treat it as a protective trade secret. If you pass on the know-how to employees or contractors, you use a confidentiality agreement. This problem can arise when a smart manufacturer wants to circumvent its contractual obligations by signing an agreement with a company and requesting that information also be shared with a sister company that is not covered by the original agreement. In this way, the manufacturer`s sister organization can freely use the proprietary information of the SME. This is particularly the case for Chinese companies with sister subsidiaries in Macau, Hong Kong or Taiwan, where agreements that can be enforced by mainland courts may prove ineffective. If companies are part of an agreement in these legal systems, they should be bound by separate NNN agreements that are applicable in those jurisdictions. The best time to prepare an NNN agreement is to prepare the search for manufacturers. Also, never forget to register your IP before entering a new market or sign manufacturing contracts. Registering your IP will help the manufacturer register in China and abuse China`s original file system.
Product, machinery and structural designs or other manufacturing specifications can be protected as trade secrets. For example, the design of a photo editing machine, the plan of a casino or the specifications of a roll of paint. Including non-circumvention conditions helps businesses and individuals avoid their third-party agreements being hijacked by a manufacturer. Keep in mind that otherwise, a manufacturer could bypass a deal without necessarily breaking the conditions of confidentiality and non-use. For businesses and individuals with no prior experience with NDAs, it may be worth asking for the help of a lawyer before putting the e-pen on the agreement. However, some important points must be taken into account when forming such an agreement with a producer. While writing an NDA may seem like a daunting task, it is essential to avoid potential monetary losses. In addition, it is important to sign an NDA before exchanging trade secrets or other intellectual relationships. When such an exchange takes place before an NDA is concluded and signed, the terms of the agreement cannot take into account the information previously exchanged. A confidentiality agreement (also known as an NDA or confidentiality agreement) is a two-party contract that promises to keep certain information confidential. Confidential information is often sensitive, technical, commercial or valuable (for example. B, trade secrets, protected information).
The integration clause opens the door to oral or written commitments. Do not sign an agreement if something is missing, and do not accept the assurance that the other party will correct it later. You can also insist on the return of all trade secrets that you provide as part of the agreement. In this case, add the following language to the receiving party`s obligations. The steps for the design of a comprehensive agreement will be discussed in our next article “Writing a good non-disclosure agreement for manufacturing in China,” but once the agreement is written, it is important to send NNN agreements to manufacturers before secrets are disclosed. This will protect the rights of an SME without imposing burdens on manufacturers. Chinese lawyers regularly tell horror stories about companies that have not protected their intellectual affairs or have been tricked into thinking that the non-signing of an NNN agreement is part of China`s local corporate culture.