Rhode Island Non-Disclosure Agreement (NDA)

The Rhode Island Non-Disclosure Agreement (also called a “Confidentiality Agreement”) allows highly sensitive and proprietary information to be shared with investors, employees, and suppliers, by the creation of a binding contract that carries legal retribution were information be shared in a negative light. It is a popular contract most commonly used among startups and tech companies due to the common need of sharing business plans and other significant information.

Trade Secret Law

Rhode Island’s Uniform Trade Secrets Act, Chapter 6-41, went into effect on July 1st, 1968, and consists of eleven sections which together cover how cases of misappropriated trade secrets are handled. Topics include the repercussions one can face for wrongly using a trade secret, the time a victim has to bring a case, and other relevant issues that are important to understand if you are signing an NDA in the state of Rhode Island. Below is a list of the sections of the chapter along with a brief description of each.

  • § 6-41-1: Covers the definitions of four (4) commonly used terms throughout the chapter
  • § 6-41-2: When injunctive relief will be ordered by the court. Injunctive relief is an order by the court to stop an action (in this case, the order would be to stop a trade secret from being used)
  • § 6-41-3: What grants the victim of misappropriation to claim damages. Damages can be rewarded for both the loss directly due to misappropriation as well as the benefit the misappropriation gave to the entity that used the trade secret(s)
  • § 6-41-4: This section gives the three situations in which the winning party will have the cost of their attorney’s fees covered
  • § 6-41-5: Goes over the steps that the court will take in order to protect all trade secrets during litigation
  • § 6-41-6: The length of time a victim of misappropriation has to bring the case, which is three (3) years
  • § 6-41-7: How the act affects other laws. States the act does not affect contractual, civil, and criminal remedies (if not based upon misappropriation)
  • § 6-41-8: A brief statement saying the act is meant to be consonant with other state’s adoption of the act
  • § 6-41-9: The title of the act, which is the “Uniform Trade Secrets Act”
  • § 6-41-10: Statement of severability, generally saying if portions of the chapter are invalid, it doesn’t affect the other sections of the act
  • § 6-41-11: States the chapter went into effect on July 1st, 1986, and any misappropriation before that date does not fall under this chapter