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Massachusetts Non-Disclosure Agreement (NDA) Template

A Massachusetts non-disclosure agreement is designed to prevent Trade Secrets from being disclosed and allows for the recuperation of damages should such a breach take place. If the contract is mutual, both parties must maintain the secrecy of the information. If it is unilateral, only one party is required to protect the information.
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“Trade Secret” Definition

“Trade secret,” specified or specifiable information, whether or not fixed in tangible form or embodied in any tangible thing, including but not limited to a formula, pattern, compilation, program, device, method, technique, process, business strategy, customer list, invention, or scientific, technical, financial or customer data that

(i) at the time of the alleged misappropriation, provided economic advantage, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, others who might obtain economic advantage from its acquisition, disclosure or use; and

(ii) at the time of the alleged misappropriation was the subject of efforts that were reasonable under the circumstances, which may include reasonable notice, to protect against it being acquired, disclosed or used without the consent of the person properly asserting rights therein or such person’s predecessor in interest.

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