An empirical analysis of employment contracts as cited in Harvard Business Review shows that over one-third of the U.S. workforce is bound by an NDA.[1]
In yet another research analyzing trade secret cases spanning over a period of last 50 years revealed that employees were involved in over 85 percent of such trade secret misappropriations. Trade secret thefts like these are estimated to cause losses of up to $300 billion a year. Furthermore, the cost to hire and train replacements also lead to diminishing returns.
Trade secret thefts have become one of the biggest problems that businesses face today finding its roots in faulty and ill-drafted contracts. Consequently, well drafted and well-reviewed restrictive covenants such as NDAs have become vital for post-employment protection of business trade secrets.It would be well to note that confidential information needs to be justly defined. If the term is defined too broadly the courts may refuse to provide protection to the disclosing party of the confidential information.
In order to ensure that the information disclosed is protected adequately, the definition of what is and what is not confidential information needs to be reviewed carefully. [2]
Reviewing and updating agreements is crucial to making certain your company’s confidential information remains protected. There are often significant changes in the law over time and it is good practice to ensure your NDA has the essential clauses it needs.
Entities must also make proper internal policies and procedures to proactively identify information that warrant confidential treatment. Examples of confidential information that might not qualify for instance in trade secret protection include the names of a firm’s customers that are not otherwise publicly available, suppliers, and strategic plans.[3]
However, constant reviewing of contracts is not an easy task. While it may be possible for big law firms to spare resources to manage contract reviews, it is an extremely time-consuming task for small law firms.
For instance, firms receive a number of NDAs to review daily that need to be assessed clause by clause. This often leaves them short-handed both in terms of time and resources. Inundated by NDA reviewing work, the firms have no time left to attend to other legal matters.
Is there a solution to this neck breaking exercise of manually reviewing all NDAs? YES!
There are extremely easy tech-based solutions that can help small law firms move mountains. The easiest and the most effective way is to automate the process through a contract playbook.
What is a playbook?
A contract playbook is a document that primarily sifts the standard contract terms of a company, sets out an explanation for each clause along with fallback clauses to aid negotiations, and identifies the feasibility of a contract. A contract playbook can take many forms. it may be a simple document setting out general contract negotiation principles or act as a contract clause library.
With legal workflow automation tools to automate contracts and NDAs in particular, law firms can truly set the world alight for themselves.
A contract playbook is an important part of setting up an NDA review automation tool. Depending on the sophistication of the business and the number of standard contracts utilized, creating a contract playbook can be a bit complicated to manage in-house.
At LawCompany, we have our eyes on the future and constantly keep ourselves up to speed with the nuances of legal-tech, its risks, and rewards. In 2018, our contract management team reviewed 119,000 contracts. If you’d like to optimize your legal functions and save 115 hours a month, feel free to reach out to us. Our team of expert attorneys would be happy to help you make your way through the legal-tech jungle. We are available at service@LawCompany.