This is an extract of our Rights Protecting Confidential Info document, which we sell as part of our Commercial and IP Notes collection written by the top tier of Cambridge And Oxilp And College Of Law students.
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Rights protecting confidential info
Law of Confidence What?
Duty of confidence Coco v Clark
(1) quality of confidence
(2) the info must have communic ated in circs importing an obligation of confidence
- Ensure info remains confidential for as long as it has commercial value eg. By means of confidentiality agreements
- Alternative way for clients to protect confidential info
- Useful for: Ps prior to submission, during negotiation of sale of a business, to protect materials specifically excluded from P protection Easiest way to set this out is in an contract but as is an equitable duty, contract not necessary Coco v Clark - 3 x elements (1) claim relates to info which has the necessary quality of confidence (2) which was communicated to D in circumstances obligating importing obligation of confidence; and (3) the D has made unauthorised use of info to the detriment of person communicating it [unauthorised disc or use by D]
The info must: (i) not already be in public domain - merely describing info as confidential doesn't make it confidential (ii) Be clear and ascertainable - vague ideas will not have necessary quality of confidence (iii) Have commercial value - some info is assumed to be protectable by its nature. Consider:
- the owner must believe that the disc of info would prejudice him/benefit his competitors
- The owner must believe that the info is not already in public domain
- Owner's belief on those two matters must be r'able
- Info should be judged in light of practices of particular trade (iv) not be common knowledge (v) Not be trivial tittle tattle or useless info
- the obli may arise by express ag or by prior notice or may be implied by law due to disc or relationship between parties. Special rules which apply to e'ees see below
- In circs where there is no express ag, the Court applies an objective test of whether the circs of disc are such as to impose a duty. In De Maudsley v Palumbo, it was v imp that circs were merely social
- The nature of into itself or practices of relevant trade can imply that recipient should assume discloser intends for info to remind conf. Some circs automatically imply duty of conf due to special relationship between parties
- The most effective way to do this, obvi, is to make an actual statement to this effect or to have a confidentiality agreement
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