Employee Confidentiality and Proprietary Rights Agreement (IL)
Employee Confidentiality and Proprietary Rights Agreement (IL) Preparation Form – We recommend that you gather the information in this form prior to accessing the online questionnaire. Doing so will help you efficiently create your custom Illinois Employee Confidentiality and Proprietary Rights Agreement.
This Employee Confidentiality and Proprietary Rights Agreement is based on Illinois law. Employers and corporations use this agreement to help protect valuable, confidential information from disclosure or misuse by employees. Valuable information may include intellectual property assets, such as trade secrets. Additionally, employers use this agreement to help ensure that employees comply with relevant security policies and rules. We also offer this agreement, specifically tailored, for the following states: California, Florida, New York, and Texas.
This Employee Confidentiality and Proprietary Rights Agreement is based on Illinois law. This agreement helps employers protect valuable confidential information and intellectual property assets, including trade secrets, from disclosure or misuse by employees. Additionally, using this agreement helps to ensure employees comply with an employer’s relevant security policies and rules.
Employers should require that employees sign a confidentiality and proprietary rights agreement at the start of the employment relationship:
- To ensure that the employee does not learn confidential or proprietary information before the employee is subject to confidentiality restrictions.
- So that the new employment offer serves as consideration for the obligations in the agreement, to the extent that the law allows.
If executing the Illinois Confidentiality Agreement at the beginning of employment is not possible, employers should consider extending additional consideration at the time of signing (for example, additional money, increased benefits, or a promotion) to support the agreement.
This Illinois Confidentiality Agreement includes explanatory notes to help an employer customize this agreement to reflect its own business needs and specific industry practice.
When customizing this agreement, key considerations include:
- Identifying the appropriate employer entities as parties to the agreement, including, for example, the employer’s successors, assigns, subsidiaries, and affiliates.
- Providing adequate consideration to support the enforceability of the agreement and the obligations imposed on the employee.
- Defining the categories of confidential and proprietary information covered by the agreement.
- Drafting the disclosure and use restrictions to reflect the employer’s actual business needs, including best practices for sharing confidential information with third parties, without being overbroad.
- Modifying the agreement to reflect an employer’s actual information storage and IT practices.
- Drafting intellectual property assignment and work made for hire provisions in the agreement.
- Drafting a publicity consent provision for those employers that intend to use an employee’s name, likeness, or biographical information in connection with its business.
- Tailoring language for at-will and for-cause employees, as appropriate.
- Deciding the state law that governs interpretation of the agreement.
- Drafting an arbitration clause if the employer prefers to resolve disputes in arbitration.
- Addressing precedence issues, to preserve or supersede the employer’s rights or the employee’s obligations under other agreements, as appropriate.
- Understanding possible limits on enforceability of severability clauses under state law.
Helix Compliance, LLC (“Helix”) is not a law firm, and Helix’s employees and representatives are not acting as your attorney. Helix provides a technology-based platform for those seeking to prepare their own legal documents. Using Helix’s system-generated documents does not create an attorney-client relationship between you and Helix or any Helix employee or representative. Therefore, your communications with Helix do not constitute privileged communications. Likewise, neither the attorney-client privilege nor the work product doctrine protect your communications with Helix. Helix is not your lawyer in any way, shape, or form.
Using Helix’s documents is not a substitute for the expertise of an attorney. Thus, you should not use Helix’s system-generated documents as a substitute for legal advice. Additionally, you should not construe Helix’s system-generated documents as legal advice. Helix does not review any information provided to it for legal accuracy or sufficiency. Helix does not apply the law to the facts of your situation, and Helix does not draw legal conclusions. Further, Helix does not provide opinions about your selection of documents. Users seeking legal advice should consult a qualified licensed attorney.
Even though Helix seeks to ensure that document content is up-to-date, laws change rapidly. Therefore, Helix does not guarantee that each document is completely current. The law differs in each legal jurisdiction and may be applied differently depending on your factual circumstances. If you are unsure whether your situation requires a specific document or whether the document’s contents are legally sufficient for your specific purposes, you should consult a qualified licensed attorney.
This material is for informational purposes only. Helix is not responsible for any loss, injury, claim, liability, or damage related to your use of Helix documents. Your use of this material and Helix documents is at your own risk.