An Iowa non-disclosure agreement (NDA) is a written contract drafted with the intent of safeguarding trade secrets and confidential and proprietary information from being disclosed inappropriately. This agreement is entered into between two parties; an individual/entity wishing to protect their information (disclosing party) and the individual/entity to whom confidential information has been made privy (receiving party/recipient). An NDA is necessary in situations where the recipient has been given access to the disclosing party’s trade secrets and the disclosing party does not want to risk their confidential information getting into the hands of a competing business or being disclosed to any third party in any manner that may harm their business interests. The disclosing party may seek punitive damages and/or injunctive relief should any misappropriation or breach of agreement occur.

Laws§ 550 (1-8)

Misappropriation (§ 550.2) – Committing misappropriation of any kind will result in a court of law awarding damages to the owner of the trade secrets in accordance with § 550.4.

Trade Secret Definition (§ 550.2)- Any information, including but limited to a formula, pattern, compilation, program, device, method, technique, or process that is both of the following:

a. Derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by a person able to obtain economic value from its disclosure or us.

b. Is the subject of efforts that are reasonable under the circumstances to maintain its secrecy.