Legal Question in Business Law in California

I wnt to have a confidentiality agreement/something between me and another party that protects my rights to a food creation/product, etc. Am i too late?

I asked someone whom I know only throuigh a third party and to be a good baker to experiment on making a pie for me. The pie is one I plan to feature for sale in my start-up food vending business.

I didn't provide a recipe, it's a basic type of pie for what it is except I asked/named a particular ingredient to be added and I specified the texture or consistency i wanted and I offered to pay the person the cost of the ingredients, a very casual arrangement. Two pies were made before I was satisfied.

I intended at first for an actual non-disclosure or some other confidentiality acknowledgement/agreement to be documented between us to protect my business intentions with the pie.

Well, this person is making them now for other people and im afraid it won't be long before someone springs the idea of commercial sales!

What can I do to protect this "creation of mine" before this persons lightbulb goes off and decides tyo cash in?

Isn't there a proprietary type agreement that I can still present that would be legally bidnding on the person to not use the pie for any use personal or otherwise to prevent the look and feel and act of infringing on my creative property. Will I need court action or just a written agreement?


Asked on 11/21/12, 3:50 pm

2 Answers from Attorneys
Carl Starrett Law Offices of Carl H. Starrett II

You can't impose a confidentiality agreement after the fact. Also, what you describe doesn't sound particularly unique, so I'm not sure you could even cam up with something that could be legally kept confidential.

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Answered on 11/24/12, 1:19 pm
Keith E. Cooper Keith E. Cooper, Esq.

You're too late to get a confidentiality agreement with this person. You need to put someone on notice BEFORE you disclose an idea that you want it kept secret.

In general, ideas are not protectible. All that can be protected is the tangible expression of the idea. Unfortunately, a recipe by itself is not considered a tangible expression of an idea and can't be protected by law. That's why the major food and beverage companies keep their proprietary recipes in vaults and guard them so carefully.

You are quite right that the person who is first to market has the advantage, and that has proven true in several major examples over the years of inventors who lost out. Your best bet is to speed up your development process and start producing.

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Answered on 11/28/12, 1:53 pm


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