Plain english please

[dolnar]

Looking for a new position, my prospective employer wants me to sign a NDA prior to moving forward. Coudl anyone translate this in plain English?: This paragraph 1 shall survive and continue after any expiration or termination of this Agreement and shall bind Recipient, its employees, agents, representatives, successors, heirs and assigns.
Thank you for your help.

 

[LdiJ]

Looking for a new position, my prospective employer wants me to sign a NDA prior to moving forward. Coudl anyone translate this in plain English?: This paragraph 1 shall survive and continue after any expiration or termination of this Agreement and shall bind Recipient, its employees, agents, representatives, successors, heirs and assigns.
Thank you for your help.

Context would help...but basically it says that whatever that paragraph says will remain in effect forever...not just against you, but against anyone directly associated with you as well.

I would be cautious about signing an agreement with that kind of language...again though, without context its hard to know just how serious it is. If its saying that you won't release a secret formula, that's pretty normal. If its saying that you can never work for a competitor for the rest of your life, that's a whole 'nuther story.

 

[dolnar]

Context would help...but basically it says that whatever that paragraph says will remain in effect forever...not just against you, but against anyone directly associated with you as well.

I would be cautious about signing an agreement with that kind of language...again though, without context its hard to know just how serious it is. If its saying that you won't release a secret formula, that's pretty normal. If its saying that you can never work for a competitor for the rest of your life, that's a whole 'nuther story.

Thank you very much for your reply. Here is the whole paragraph:
1. For a period of sixty (60) months from the date hereof, Recipient shall hold in trust and confidence, and not disclose to others or use for Recipient's own benefit or for the benefit of another, any Proprietary Information which is disclosed to Recipient by XXXX at any time between the date hereof and twelve (12) months thereafter. Recipient shall disclose Proprietary Information received under this Agreement to person within its organization only if such persons (i) have a need to know and (ii) are bound in writing to protect the confidentiality of such Proprietary Information. This paragraph 1 shall survive and continue after any expiration or termination of this Agreement and shall bind Recipient, its employees, agents, representatives, successors, heirs and assigns.

 

[LdiJ]

Thank you very much for your reply. Here is the whole paragraph:
1. For a period of sixty (60) months from the date hereof, Recipient shall hold in trust and confidence, and not disclose to others or use for Recipient's own benefit or for the benefit of another, any Proprietary Information which is disclosed to Recipient by XXXX at any time between the date hereof and twelve (12) months thereafter. Recipient shall disclose Proprietary Information received under this Agreement to person within its organization only if such persons (i) have a need to know and (ii) are bound in writing to protect the confidentiality of such Proprietary Information. This paragraph 1 shall survive and continue after any expiration or termination of this Agreement and shall bind Recipient, its employees, agents, representatives, successors, heirs and assigns.

That's pretty normal. You would be agreeing to keep the company's secrets.

 

[dolnar]

That's pretty normal. You would be agreeing to keep the company's secrets.

What I suspected but needed confirmation. THank you again for your kind help.