Confidentiality agreements - advice please!

One of my freelance proofreading clients (a small publisher) has asked me to sign a confidentiality agreement. Basically, if I ever leaked any information publicly in advance of a book's publication date, this agreement would give the publisher the right to recover unlimited damages from me.

Obviously I would never knowingly breach confidentiality but I'm uneasy about signing this document. It basically gives the client the right to sue me for as much as they like if anything goes wrong.

Has anyone else been asked to sign a document like this? Any thoughts about what I should do?

Thanks!

 

You're not working on the new Harry Potter book are you? haha

 

Unfortunately I'm not ...

 

If you are, I'm gonna hunt you down and get a copy. LOL.

I wouldn't sign it if I was you because it's hard to keep things secret. I slip a lot of stuff from various things. lol.

 

Might be worth looking at some kind of insurance to cover yourself? Even if you know you would not intentionally let anything slip it is sometimes very hard to keep a secret!

I have signed confidentiality agreements more than once and it has never bothered me. I would not let an agreement like this get between me and a pay cheque!

 

Forgot to say - I have always been intrigued when faced with one of these, thinking I am going to get the dirt on all manner of juicy stuff. The reality is user far removed from this...

 

Confidentiality Agreements

A confidentiality agreement or NDA is fairly standard stuff in many sectors. It's just a contract and much like all contracts they can say anything they like, but whether they would stand up in court is another thing.

Courts like to use the word "reasonable" quite a bit. Therefore if your employer decided to sue you they would first need to prove that their contract was legally acceptable and then that this clause about unlimited liability was "reasonable".

It may be appropriate to ask a solicitor to scan the document for you. It shouldn't take them more than a chargeable hour, and may be money well spent. Maybe you could request an amendment to the clause to narrow it to specify under what circumstances they would have a claim against you if it should be leaked and the leak is shown to come from your office.

Richard