When drafting agreements, the phrase “this agreement shall not be recorded” is a common provision that is included. This clause is typically found towards the end of the document, and is meant to ensure that the agreement is kept confidential between the parties involved.
Recording an agreement can refer to a number of different actions, from filing it with a government agency to sharing it with third parties. By including the provision that the agreement should not be recorded, the parties are agreeing to keep the terms of the agreement private and not disclose them to anyone else without the other party`s consent.
There are several reasons why parties may choose to include this provision in their agreement. One potential reason is to protect their trade secrets or other confidential information that may be disclosed during the negotiation or performance of the agreement. By keeping the agreement confidential, the parties can prevent competitors or others from gaining access to their sensitive information.
Another reason for including this provision is to protect the parties` relationship and the terms of their agreement. By keeping the agreement confidential, the parties can prevent others from using the terms of the agreement to their advantage. For example, if a supplier were to disclose the terms of its supply agreement with a manufacturer, a competitor may be able to use that information to undercut the manufacturer or gain an advantage in the market.
However, it`s important to note that this provision does not necessarily mean that the agreement is entirely secret. While it may prevent the parties from sharing the agreement with others, it does not prevent the parties from disclosing the terms of the agreement to their attorneys, accountants, or other advisors as necessary for the performance of the agreement.
In addition, it`s important to ensure that the provision is drafted carefully and specifically to ensure that it achieves its intended purpose. For example, the provision should clarify what types of actions are considered “recording” the agreement, and should specify any exceptions or limitations on the confidentiality requirement.
In conclusion, the provision “this agreement shall not be recorded” is an important clause to include in agreements that involve sensitive or confidential information. It can help protect the parties` interests and ensure that the terms of the agreement remain confidential. However, it`s important to ensure that the provision is drafted carefully and that the parties understand its implications.