An implied confidential relationship is an unwritten agreement between two people to keep certain information secret.
If you invent a product, you may wish to pitch it to potential manufacturers or distributors. While doing this increases your chances of having a commercially successful product, it also increases the risk that someone will steal your invention. Although the best way to protect your invention is with a patent, sometimes you may be unable to get a patent or may wish to discuss business deals before going through the patent process. If you lack patent protection and are unable to get a manufacturer or distributor to sign a nondisclosure agreement, you may want to establish an implied confidential relationship to protect your rights to your invention.
To establish an implied confidential relationship you have to show that both parties intended to enter into a confidential relationship. Some common factors used to prove this are:
- Who solicited whom? If the person to whom you disclosed information asked you for information about your invention, you will have an easier time proving an implied confidential relationship.
- Was it clear you were making a business proposition? If you made it clear that you were telling the person about your invention in hopes of payment, you have a stronger case for an implied confidential relationship.
- Did you explicitly request that the information be kept secret? If so, you are more likely to have an implied confidential relationship.
- Does the information you shared have commercial value? Is it kept secret from other competitors? If so, this weighs in your favor.
It is critical that there must be some showing of intention to keep the information confidential.
If you are able to establish the fact that you have an implied confidential relationship with someone and that person divulges information about your invention, you can sue them for damages.
If you are concerned about the safety of your rights to your invention, or if you think an implied confidential relationship has been violated, you may want to speak with a patent lawyer. An experienced patent lawyer can tell you if your rights have been violated and can bring a suit for damages.