The Importance of Non-Disclosure Agreements for Artists and Arts Professionals

We all wish this was an ideal world where everyone has the best intentions and everyone is here for each other.  In actually, this world has become quite litigious. Your best defense is to protect yourself and your intellectual property, which means your art and ideas.  Rarely can anyone accomplish any endeavor and expect it to come to fruition without the assistance and input of others (especially in the Arts).  Regardless of one’s positive outlook or good will, it is considered best practice to ensure that one’s intellectual assets are protected.  In other words, it is best to ensure that a new idea remains confidential and is not broadcast before being fully developed and assigned ownership to the originator.  A trade secret must be protected. One must create a confidential relationship between the person who has the intellectual property and the person to whom the secret is disclosed.  There is a need for a legal document called a Non-Disclosure Agreement, or an NDA.

Nolo Press, the publisher of many of the books I used during obtaining my Arts Management degree states:

Nondisclosure agreements are one of the best ways to protect trade secrets — valuable confidential information that businesses want to keep under wraps. That information could be a sales plan, a list of customers, a manufacturing process or a formula for a soft drink. By using a nondisclosure agreement, you can ensure that your secrets stay secret — or have legal recourse if they are misused or disclosed to the wrong parties.

A nondisclosure agreement — also called an NDA or a confidentiality agreement — is a contract in which the parties promise to protect the confidentiality of secret information that is disclosed during employment or another type of business transaction.

The use of nondisclosure agreements is widespread in the high-tech field, particularly for Internet and computer companies.

An NDA can be classified as a “one-way” or “mutual” contract, with the first being a one-sided disclosure of information, such as to a potential partner or investor.  A mutual NDA protects the reciprocal flow of confidential information for both/all parties in the discussion, such as during a merger situation.

Nolo lists the 5 elements of an NDA as:

  1. definition of confidential information
  2. exclusions from confidential information
  3. obligations of receiving party
  4. time periods, and
  5. miscellaneous provisions

For more elaboration from Nolo Press, click here.

About.com says, “A Non-Disclosure Agreement (also known as a Confidentiality Agreement) is used when someone with an unpatented idea shows it to another party, and wants that party to maintain as confidential any information.”

Cornell University has a copy of their standard non-disclosure agreement here. NOW, THEREFORE, in consideration of the promises recited herein, each party hereto agrees to disclose and to receive information as applicable in a manner consistent with the following provisions” contains the key word each which indicates that the information shared is not to be divulged by either party by any other manner other than allowed via the (mutual) NDA.

The best resource I have found for artists, WRITTEN FOR ARTISTS, is Tad Crawford‘s Legal Guide for the Visual Artist. The price is artist-friendly at under $20.  It’s a fast read, and great to keep on the shelf for quick reference.  It covers much more than NDAs. Click the picture on the left to get Amazon’s description.

I also found an excellent little template for you offered for free from NDAsForFree.com.  Fell free to use it to protect yourself and your art.

I have learned to appreciate the resources available, and despise wasting my time.  If I recommend something to you, dear creative human being, then it will definitely be worth your while. Another Nolo Press publication I can assure you is worth having to help you “get clear” is shown on the left, Art That Pays: The Emerging Artist’s Guide to Making a Livingby Adele Slaugther and Jeff Kober Once again, they keep their books attainable by keeping artist-friendly prices.

F. N. Sibley says “Originality is necessary… for great artistic worth.”  (Brit J Aesthetics (1985) 25(2): 169-184.)

I hope you gained a bit of insight on Nondisclosure agreements and the importance of legally protecting oneself.  As creative professionals, our creativity is priceless and it’s best to protect one’s assets, regardless of the asset, but especially if it’s an original idea (originality is worth MILLIONS!).  I try to share a bit of what I’ve learned in my educational pursuits with those that might not have been as fortunate as myself  to college mid-life and able to “start over.”  If there’s anything I can share with you that might help answer your Arts Management and Social Media for the Arts questions, please don’t hesitate to ask here, tweet me on Twitter at @GalleryGoddess or email TheGalleryGoddess@gmail.com. I am here for you, because you are here for me!

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~ by The Gallery Goddess on February 24, 2013.

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