Contractual penalties in non-disclosure agreements serve as a deterrent and as financial compensation for various types of breaches of contract. These penalties oblige the parties involved to respect the importance of confidentiality and to ensure compliance with the agreed terms.
An NDA could be unenforceable if it is too broad, is not for a defined time period, covers information that is not confidential, or asks for illegal conduct.
Confidentiality and nondisclosure agreements typically: Describe the context for the parties' agreement, referencing any related transactional documents. Define the specific information to remain confidential. Outline the parameters for the parties' use of confidential information.
Noncompete agreements are void and prohibited by law in California.
Starting January 1, 2025, businesses settling disputes with consumers cannot condition any refund or other consideration on a consumer agreeing not to make statements about the business, regardless of the sentiment or accuracy of those statements. The text of the new Cal. Civ. Code § 1748.50 can be found here.
Breaking an NDA usually doesn't result in jail time — as NDAs are civil contracts, not criminal agreements. Typically, the consequence is a breach of contract lawsuit, where the harmed party may seek financial compensation if the court rules in their favor.
In California, a nondisclosure agreement may be enforceable, provided it meets basic criteria. The restrictive covenant must be properly drafted. This entails clear writing, detailed information about the confidential components of the contract, and a clearly stated extent of the confidentiality obligation.
The duration of Non-Disclosure Agreements (NDAs) typically ranges from one to five years, depending on the specific needs and circumstances of the agreement.