At Portalatin Business Law Firm, we draft and review non-disclosure agreements for Fort Lauderdale owners who are about to share product designs or business ideas. Since April 2017, we have helped founders put confidentiality in place before the meeting, not after.
An NDA is a contract that limits what the other side can do with the information you share. A one-way NDA protects one party, and a mutual NDA protects both. If the other side sent a draft, we check what it covers and what happens if someone breaks it.
Under Florida Statutes section 688.007, a trade secret misappropriation claim must be brought within 3 years after the misappropriation is discovered or should have been discovered with reasonable diligence. A clear NDA helps show what was secret, and it works best alongside your other business contracts.
Protection Before You Share
We draft or review your NDA before designs, sensitive information, or ideas are shared.
Answers in English and Spanish
We walk you through every clause, including how long it lasts and whether it should be one-way or mutual. Many of our clients are Latin American founders investing here from abroad with partners in more than one country. We can explain the agreement in Spanish so things are not lost in translation.
Terms Built Around Your Goals
A startup launch and an established brand need different protection. Your NDA covers what matters in your deal, not a generic list. There are always risks, however, when an agreement is not tailored to your business, deal, or situation, the risks become more probable.
A Long-Term Partner, Not A Call Center
You work directly with Jessica Portalatin, a Florida Bar member in good standing since 2015, and she stays with you as your agreements and brand grow.
Recognized By Peers
Jessica has been named to the Super Lawyers Rising Stars list since 2022. Other attorneys rate her highly on Martindale-Hubbell for legal knowledge, communication and judgment.
Use a one-way NDA when only you are sharing, such as pitching an investor. Use a mutual NDA when both sides will trade sensitive information, as in a joint venture or acquisition talks.
If the other side sent a one-way draft that only protects them and you’re handing over your supplier list, for example, ask for mutual terms.
List what is confidential, such as supplier names, pricing or customer data. Name exclusions, such as information that is already public. Set the permitted use, the term and longer protection for trade secrets.
Require return or destruction of materials, plus the right to ask a court to stop misuse. Choose Florida law and a Broward County venue.
Florida’s Uniform Trade Secrets Act (Chapter 688, Florida Statutes) protects trade secrets only when you take reasonable steps to keep them secret, and a signed NDA is one of those steps. Your brand name needs separate protection, and registering the name you sell under covers what an NDA can’t.
We draft, review and enforce NDAs for owners in Fort Lauderdale who need confidentiality in writing before a pitch, partner meeting or hire.
Start by reading how your NDA defines confidential information, because that definition sets what you can and cannot share. Use it only for the purpose the agreement names, such as evaluating a deal, and keep it off social media and away from future employers.
Store files in password-protected folders, track who has copies, and confirm in writing whether you must return or destroy them when the deal ends. If something falls into a gray area, get written clarification from the other side before you act.
Some NDAs let you share only with advisors or subcontractors bound by the same terms, so get their signatures first. If your staff will see the information, pair the NDA with an employment agreement that includes the whistleblower notice federal trade secret law (18 U.S.C. 1833(b)) expects.
An NDA limits what you share, not where you work or who you compete with. Those restrictions fall under Florida Statute 542.335.
Courts often enforce those clauses, though not always, so a dispute over your NDA could end up in another state even if you do business in Fort Lauderdale. A choice-of-law clause picks which state’s law decides what the agreement means. A venue clause picks where a lawsuit must be filed, such as a New York court or an arbitration in another country.
Florida courts may look at whether the clause is reasonable and whether it conflicts with Florida public policy. Before you sign, we check both clauses against where you and the other side actually do business, and when it makes sense we ask for Florida terms or a neutral location.
1. A First Meeting About Your Deal
We start with what is urgent: your biggest concerns, who the other side is and when you meet with the other side. What you share with us stays confidential.
2. Mapping What Needs Protection
We define what counts as confidential information in your deal and decide whether the NDA should be one-way (only one side shares) or mutual (both sides share and both are bound).
3. Drafting Or Reviewing The NDA
We write your NDA or mark up the one you were sent. We check its scope and term, and the remedies for a breach, with Florida enforceability in mind.
4. Negotiating With The Other Side
We propose changes and explain each one in plain language before it goes out.
5. Signing And Safekeeping
You sign by e-signature, and we keep a secure copy so the final version is easy to find.
6. Updating As The Deal Changes
If the relationship grows into a distribution deal or partnership, we review the NDA so it still covers what you share.
Look at who is sharing. A one-way NDA protects only the side handing over information, and a mutual NDA protects both. If your distributor or partner will also send you pricing, customer data or product plans, a mutual NDA is usually the better fit.
Often, yes. Florida courts generally honor a choice-of-law clause unless it conflicts with Florida public policy. Collecting from a company abroad can still be harder, so it is important tolook at where its assets are and whether arbitration makes more sense.
The term is commonly two to five years for general business information. Trade secrets can stay protected for as long as they remain secret, so many NDAs give them a separate term that lasts until the information becomes public.
Rarely. A verbal promise is hard to prove, and Florida trade secret law expects you to take reasonable steps to keep information secret. A signed NDA shows you did.
An NDA limits what someone can share, while a non-compete limits where they can work. In Florida, a non-compete must also meet the time and area limits in section 542.335, Florida Statutes, so an NDA is often the simpler way to protect information.
Yes. Florida’s Uniform Electronic Transaction Act and the federal E-SIGN Act treat electronic signatures like ink ones, as long as both sides agreed to sign electronically.
You may be able to seek a court order to stop further use, plus damages, depending on how the agreement is written. Act quickly: save emails, files and anything showing the misuse, and talk to a lawyer before you contact the other side.
Our team can draft your NDA or review the one the other side sent. We will explain what it covers, whether it should be one-way or mutual, and what happens if someone breaks it.
Our first meeting is about what’s urgent and your biggest concerns. Call us to schedule.
