Legal Question in Intellectual Property in California

I have a idea for a website where I would like all members to execute a confidentiality agreement that would protect other members' IP from being stolen. Would an NDA/confidentiality agreement built into the user term and conditions provide adequate protection and hold up in court of law? Are there any websites using such an agreement?


Asked on 3/15/11, 12:11 pm

1 Answer from Attorneys

Bryan Whipple Bryan R. R. Whipple, Attorney at Law

As the subject matter being protected grows more nebulous and ill-defined, writing and enforcing such agreements becomes more difficult. A nondisclosure and confidentiality agreement covering a discrete collection of documents is practical, particularly among ethical parties. When the agreement is meant to cover anything a website participant might divulge in the future, there are huge problems. I can't say it won't work, and it may depend upon the nature of the site and number of participants, but I'm dubious, especially if the agreement is a so-called "contract of adhesion" (obligatory, non-negotiated terms) rather than something negotiated by and between the signatories.

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Answered on 3/15/11, 1:26 pm


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