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Non Disclosure Agreement Judgment

In a rare appeal decision concerning the enforceability of confidentiality agreements and the burden on a complainant to find trade secrets, First Circuit recently overturned a summary district court judgment and a court decision. This decision is an important reminder to those who invoke trade secrets and those who enter into restrictive agreements. ABC e.a. /Telegraph Media Group Ltd – A judgment available prior to notification of the declarations of proceedings, the Court ordered the applicant to disclose the licensing agreements with third parties concerning the sep concerned [5]. The applicant has licensed two companies (`counterpart a` and `counterparty B` [6] and also holds copies of licences previously issued by Aware Inc. to other MS users [7]. Counterparty A and Aware Inc. submitted that their licensing agreements can only be disclosed on the basis of “external eyes” (i.e. only with respect to external consultants and independent experts), as they contain confidential information such as party names, price conditions and other business information [8].

Part B did not refute the disclosure of its licence agreement to the defendant (to the extent that it would be confidential), but argued that any other confidential information that would be provided to the applicant in the licensing negotiations could only be disclosed to “external eyes” [9]. In September 2017, the applicant opened infringement proceedings against the defendant in the Regional Court in Dusseldorf. The intervener joined this procedure in support of the defendant. After participating in the proceedings, the intervener argued that the NOA with the applicant does not cover the information that the applicant must provide during the proceedings. This is particularly the case with information relating to comparable licensing agreements entered into by the applicant with third parties (similar licences) which the applicant considered to be strictly confidential. [99] The applicant holds a patent that is essential to a technical standard (Essential Patent standard or MS) and is subject to what is known as a “FRAND company”, i.e. the obligation to make MS available to users on fair, proportionate and non-discriminatory commercial terms (FRAND). The applicant entered into negotiations for a FRAND licence agreement with the defendant. In June 2017, the parties signed a Confidentiality Agreement (NDA). [96] A few days later, the applicant also joined an NOA with a third party, the intervener. Shortly after the NDA was signed, the intervener [97] argued that several clauses of the agreement were in dishy.

[98] Below are two cases that provide an overview of the interpretation of confidentiality agreements by the courts: one that warns against the risks of ambiguous languageing and the other that confirms the ability of employers to protect confidential information that goes beyond trade secrets. The scope of confidentiality agreements applies only to appropriate time and geographic boundaries. Based on the summary judgments of the parties, the District Court found that Rodriguez-Toledo had violated the NDA after leaving the TLS by adopting the U.S. ownership strategy.