Confidential Information – who do you trust to keep your secret recipe?
During this unknown time of being in lockdown in the UK, you only have to go on Instagram to find that many of us are trying to recreate our favourite takeaway/restaurant recipes at home. One story that caught my eye was the individual who had been perfecting his version of the KFR secret 11 spices recipe for the past 18 months and has apparently cracked it. The exact secret recipe is so elusive that it not only does it have its own Wikipedia page, but is rumoured to be held inside a vault at KFC’s headquarters in Louisville (in vials that contain the exact recipe of herbs no less).
But it is not just KFC, many fast food companies and restaurants have a “secret recipe” that no one knows, and that secret is their unique selling point that drives us through the doors. But how is this information actually protected?
Confidential information helps businesses or individuals protect their valuable business information or trade secrets. There are certain relationships were a relationship of confidentiality arises for example employer/employee or between the director of a company and the company itself. However, in the UK there is a lack of statutory protection for confidential information, so it is key that you know how to protect it.
The best way to protect your own businesses’ confidential information is through a clear and carefully drafted confidentiality agreement (sometimes referred to as a non-disclosure agreement). You should always get anyone who you are disclosing confidential information with to sign one of these agreements prior to any disclosures are made. With KFC’s secret recipe, there will be a handful of people who know the actual ingredients and quantities, and these individuals will all have signed a confidentiality agreement.
You might ask, how an agreement can stop someone from taking the confidential information and setting up their own fried chicken shop. Confidentiality agreements work in two ways, firstly as a deterrent and secondly, they give you remedies if someone where to disclosure your information. By getting someone to enter into a confidentiality agreement with you it makes that individual aware that the information you are giving them is confidential and that they need to be careful how they are using it. The way that they will be allowed to use your confidential information will be clearly stipulated in the agreement, so their can be no confusion later on. It also shows that you are serious about this concept being kept confidential, and you are aware that you would be able to seek remedies if they were to breach the agreement.
With regards to remedies for breach of a confidentiality agreement, obviously it may be hard to try to stop the information being public once it is has been released (especially with the digital world we live in today). However, you would be able to seek damages for the breach as well as possibly an injunction to prevent threatened or further publication or use of the confidential information.
Briffa are experts in all aspects in commercial law and practice, and can assist you with drafting confidentiality agreements to help protect your confidential information. You may be tempted to use templates you find online, however we would recommend that you always seek legal advice on these issues as if the confidentiality agreement that you use is not adequate to protect your information, you may only know about it until it is too late.