South Carolina Non-Disclosure Agreement
The South Carolina Non-Disclosure Agreement (NDA) is a document designed to bind two (2) or more parties into a confidential relationship. The document, once signed by the parties, restricts one party from disclosing any learned Trade Secrets or confidential information about the other party. This proves valuable in situations ranging from potential mergers, where one or both parties will need to share their business plans, to keeping newly developed technology out of competitor’s hands. All fourteen (14) sections of South Carolina’s Trade Secret Law can be found below, along with a how-to for completing the NDA.
Trade Secret Law
The law regarding misappropriation of trade secrets in South Carolina, Title 39 Chapter 8, consists of fourteen (14) sections which are important to comprehend if bound by an NDA in the state. Below are all the sections of the chapter, with a brief description of each.
- § 39-8-10: The title of Chapter 8.
- § 39-8-11: This section was repealed in 1997 (ignore).
- § 39-8-20: Defines five (5) terms commonly used throughout the Act.
- § 39-8-30: Covers Trade Secrets and includes info ranging from employees’ obligation to keep trade secrets from being disclosed to ensuring contracts are not void (because of a lack of information).
- § 39-8-40: When the victim of misappropriation can recover damages.
- § 39-8-50: This section discusses injunctions and the situations in which the courts will order one to prevent a trade secret from continued abuse.
- § 39-8-60: Lists what the courts will do in order to protect a trade secret’s confidentiality, with the exception being a party having “substantial need” to release the information (the requirements of substantial need are listed).
- § 39-8-70: The amount of time a party can bring a case of misappropriation after discovering it (or when it should have been discovered); the amount of time being three (3) years.
- § 39-8-80: When the court will award the cost of the winning party’s attorney’s fees.
- § 39-8-90: States an individual guilty of stealing trade secrets cannot be fined more than $100,000 or imprisoned in excess of ten (10) years and lists the actions that can warrant this punishment.
- § 39-8-100: What the court will do to protect a trade secret that can be disclosed during proceedings.
- § 39-8-110: How Chapter 8 affects other laws, including what the chapter does not affect.
- § 39-8-120: A severability clause, generally stating if a provision of the chapter is null in regards to a certain circumstance, it does not affect the application of the other provisions within the chapter.
- § 39-8-130: States the chapter does not apply to cases of misappropriation that happened prior to July 1st, 1997 (including cases that began prior to that date and continued past it).
How to Write
Step 2 – At the top of the first page of the document, write the Current Date. After, both parties will need to note down their Names and Addresses. If either or both parties are signing as a company, they should write their business name/s instead.
Step 3 – This step likewise requires the parties to provide information pertaining to the NDA. They must provide their Printed Names, Company Titles, Dates (in which they are signing), and their Signatures. The NDA is now in effect, requiring the parties strictly follow the conditions listed in the contract.