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wallstreetesq., Attorney
Category: Business Law
Satisfied Customers: 17080
Experience:  10 years, Corp litigation, Of Counsel to several global and nationwide corporation
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I have started a business (LLC) in the United States. I am

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I have started a business (LLC) in the United States. I am in the process of contracting an Electrical Engineer in Canada to build a prototype of a device for me which my company plans on patenting and selling.

What kind of legal contract do I need to have before I disclose the details of the project with this person? I want to ensure that my idea is safe and that the person cannot legally take my idea for their own gain.

I have looked at Confidentiality Agreements and NDA's but was not sure if those were applicable and how the international aspect of this plays into the whole thing.

Thanks for the assistance.

Submitted: 7 years ago.
Category: Business Law
Expert:  wallstreetesq. replied 7 years ago.
You should have a Canadian NDA and it could be created online

The NDA protects trade secrets and possible patent issues, I would also place a lien on the company for the amount paid to them, such as a UCC or even a note in the event that they do either sell the idea or disclose it. With a lien, or note, it would be enforce if ever a disclosure is made.

Trade secret protection is no longer a national legal issue. The transnational trade and investment scenario has created the underpinnings for new legal developments in the protection of industries and business secret information. Especially, global investment has been the driving force for many of the changes. Industrialized nations were reluctant to invest abroad and expose their "secret knowledge", until some level of trade secret protection was recognized among the members of the international community. Trade and investment agreements turned out to be the spark of the current stage in trade secret protection.

However, it is important to recognize that national systems for trade secret protection are not totally harmonized. TRIPS and NAFTA are just minimal legal standards for trade secret protection, leaving to individual countries enough room to approach the issue.
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