Cease and Desist Letter for Violation of Non-Disclosure Agreement

A Cease and Desist Letter for Violation of Non-Disclosure Agreement is a document used by a person (the "sender") to notify an individual person or a business (the "recipient") that they have made an unauthorized disclosure of confidential information or trade secret that has caused or may cause some form of harm to the sender. Further, this document is used to formally prevent or stop the unauthorized disclosure of confidential information or trade secrets committed by the recipient.

Confidential Information

This particular type of information is generally protected by a Non-Disclosure Agreement (NDA), or a confidentiality clause under a contract such as an Agreement for Regular Employment. Information is considered confidential when it is deemed or specified as such under the NDA or by its nature should not be disclosed to any person other than the parties or their employees or agents. Examples of confidential information are employee data, client or customer information, and company agreements.

Trade Secrets

A Trade Secret is something that may consist of any formula, pattern, device, or compilation of information that is used in one's business and allows the business or company to obtain an advantage over competitors who do not possess the information. Examples of these are secret recipes and source codes. A trade secret is protected by law and its disclosure without the consent of its owner may result in a fine, imprisonment, and monetary damages against the disclosing person.

Once the confidential information or trade secret becomes publicly known without the fault of the recipient, the recipient no longer has the obligation to keep the said information secret (as the information is no longer secret).

In case the recipient fails to comply with the demands under this letter, the sender can file a case in a court of law whether a civil action for damages (a monetary claim) or a criminal charge of unfair competition (in case the act complained of is unauthorized disclosure of trade secrets ).

Once this letter is sent to stop the recipient from performing the unauthorized disclosure, it can serve as documentation or proof that can be used in a court of law if a case is filed concerning the unauthorized disclosure committed by the recipient.

How to use this document

The following are the essential contents of this letter:

• The details concerning the sender and the recipient,
• The details of the non-disclosure agreement or the confidentiality clause that was breached (if applicable),
• The details showing how the unauthorized disclosure was made,
• An option to attach supporting documents, and
• The period within which the recipient should stop the unauthorized disclosure.

After completing the document, the letter must be printed and signed with at least two copies, a copy for the sender, and the recipient. Alternatively, the letter may be sent to the recipient via email. The sender also has the option of attaching documents or proof showing how the unauthorized disclosure was committed as well as the non-disclosure agreement or other type of agreement with a confidentiality clause that was breached by the recipient.

Applicable law

The Republic Act No. 8293 (the "Intellectual Property Code of the Philippines") may be relevant to this matter in case the information divulged by the recipient falls under the definition of a trade secret. However, it is important to include a detailed description of the offending behavior and a clear demand to stop the behavior otherwise legal action may be taken. The Cease and Desist Letter can also be used as evidence that the recipient was put on notice about their offending behavior so the more detailed the letter, the better.

The Civil Code specifically in the provisions of Torts and Damages may be relevant, as well as the provisions of the Revised Penal Code in case the recipient does not stop the unauthorized disclosure.

How to modify the template

You fill out a form. The document is created before your eyes as you respond to the questions.

At the end, you receive it in Word and PDF formats. You can modify it and reuse it.