Confidentiality Agreements

Industry sponsors have an interest in maintaining the confidentiality of their proprietary information. Similarly, the university has great interest in protecting its proprietary intellectual property. A Confidentiality Agreement may be a necessary precedent to a sponsored research agreement or a clinical trial agreement with industry. A Confidentiality Agreement, also called a Confidential Disclosure Agreement (CDA), a Non Disclosure Agreement (NDA) or a Secrecy Agreement, requires the company and/or the university to keep the information secret for a period of time.

A Confidentiality Agreement is the responsibility of three offices on campus, namely Contracting Services, UC Davis Tech Transfer and Sponsored Programs.  Officials in each of these offices have delegated authority to sign Confidentiality Agreements on behalf of The Regents.  In some situations researchers may be asked to sign Confidentiality Agreements, however, no one other than the delegated individuals in the aforementioned offices are authorized to sign any Confidentiality Agreement on behalf of The Regents. To put a confidentiality agreement in place for a research discussion with a company, the Principal Investigator (PI) of the project should contact the Sponsored Programs office.

A Confidentiality Agreement establishes a legal record for preserving privileged or proprietary information and is generally designed to protect the confidential information of both parties.

An investigator is advised to use discretion in what information is revealed, even under the protection of a confidentiality agreement. Questions or concerns can be addressed by consultation with the Sponsored Programs staff prior to any such discussions.