A Missouri non-disclosure agreement (NDA) is a legally binding contract that establishes confidentiality between the disclosing entity and the recipient. When the disclosing party intends to share sensitive information or proprietary data with the recipient, the NDA outlines the terms and conditions for the arrangement.
By signing the agreement, the recipient commits not to disclose these trade secrets to any third parties. It can be critical in different situations, including onboarding a new employee or completing a business merger. A breach of this agreement can allow the affected party to seek compensatory damages.
Trade Secret Laws
UTSA Version Adopted: 1985
Misappropriation (§ 417.457): A complainant has the right to recover damages for misappropriation, including the actual loss caused by misappropriation and the unjust enrichment that wasn’t accounted for when computing the actual loss. If the misappropriation was outrageous because of reckless indifference or an evil motive, the court may award punitive damages.
Statute of Limitation (§ 417.461): A plaintiff must bring a case of misappropriation to court within five years of its initial discovery.
Trade Secret Definition (§ 417.453(4)):
“Trade secret”, information, including but not limited to, technical or nontechnical data, a formula, pattern, compilation, program, device, method, technique, or process, that:
(a) Derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by other persons who can obtain economic value from its disclosure or use; and
(b) Is the subject of efforts that are reasonable under the circumstances to maintain its secrecy.