Confidentiality and protection of confidential information in preliminary relationships

In the early stages of any academic, scientific, or business collaboration, the exchange of confidential information is often unavoidable. Project ideas, experimental data, unpublished or potentially patentable results are valuable intangible assets. Uncontrolled disclosure of this information could undermine the legal protection of the invention and harm the interests of both the University and the researchers involved.

To mitigate potential risks, it is standard practice to use confidentiality agreements—specifically Non-Disclosure Agreements (NDAs) or Confidential Disclosure Agreements (CDAs). These legal tools ensure that the parties involved do not disclose or misuse the information shared during initial negotiations. Such agreements typically define what is considered "confidential information," outline the purpose for sharing this information (i.e., the acceptable use of the exchanged information), specify the duration of the confidentiality obligation (which cannot be indefinite), identify exceptions to this obligation, and describe the methods for managing the information.

Signing a Non-Disclosure Agreement (NDA) or Confidentiality Agreement (CDA) is not just a formality; it is a crucial protective measure, particularly when considering potential patent rights. Unauthorised disclosure of information can jeopardise the novelty of an invention, making any subsequent patent application worthless.

In short, ensuring confidentiality in preliminary relationships means preserving the value of knowledge and creating the conditions for transparent, responsible and legally secure collaboration.

USI Transfer, the technology transfer service of Università della Svizzera italiana, is available to support you in protecting confidential information at the start of a collaboration. Write to us for support and clarification: [email protected].