A Portuguese entrepreneur engaged in negotiations with a Brazilian company in pursuit of a joint effort in an innovation-related project. The parties signed a Memorandum of Understanding where they included the tasks each party was committed to develop, the background each part would contribute to the project and a preliminary distribution of the budget if the funding were finally granted.
The Portuguese entrepreneur decided to ask his lawyers to draft a contract including non-disclosure agreement clauses and penalty clauses, so as to ensure his clients’ portfolios were not unduly revealed or stolen by the Brazilian company.
Negotiations went well. However, a few months later, the entrepreneur became aware that his future ‘partner’ had decided to go on with some of the ideas and used the information disclosed during negotiations.