Non-disclosure agreement is a legal contract between at least two parties that they agree not to disclose that information to anyone else. A non disclosure agreement creates a confidential relationship between the parties to protect any type of confidential and proprietary information or trade secrets.
Non disclosure agreement
Non- disclosure agreement can take different forms depending on the objectives and situation. Non disclosure agreement format: non disclosure agreement is also known as a confidentiality agreement, confidential disclosure agreement , proprietary information agreement , or secrecy agreement, One type of non disclosure agreement is one-way agreements, where one party wants to disclose certain information to another party but needs the information to remain secret for some reason. Another type of non-disclosure agreement is a mutual agreement, where both parties will be supplying information that is intended to remain secret. This type of agreement is common when businesses are considering some kind of joint venture or merger. If a company wants to buy your business, it will want to look at your books and assets. A non disclosure agreement can provide an element of protection for your confidential information and trade secrets if the prospective buyer pulls out of the deal. If you don’t know exactly what information you will need to disclose during a commercial relationship, you can still use an NDA. It is a good idea to classify as confidential any information that will be disclosed later, so that the NDA still applies.
Non- Disclosure Agreement In Employment
Non disclosure agreement clauses are commonly built into employment contract for business and organizations. Many companies will require their employees to sign a non disclosure agreement for the protection of confidential and private information. Current and former employees are responsible for most breaches of confidentiality. Employees are under an implied duty not to use trade secrets in a manner that will harm your business, but it is best to get this in writing and to specify to the employee exactly what is confidential. Equally, you should ensure that the NDA makes provision for when the employee leaves your business.
Non- disclosure agreement template
There are different styles and format for your non disclosure agreement template, however, you need to pay close attention to the key elements: the parties involved, the confidential information coverage, the disclosure period and the obligations of the recipient regarding the confidential information etc.
The first key area to consider in the non disclosure agreement template is the confidential information definition and coverage. In the section, you need to give clear and unambiguous instructions on the coverage of confidential information. For example, you can state: Confidential Information may include technical information, procedures, formula, protocols, software, specifications, flowcharts, instructions, research, financial or marketing data, business plans, patent applications, and other documents and materials owned by Disclosing Party.
The second key area for consideration in the non disclosure agreement template is the obligations of receiving party. In the section, you need to give clear instruction on the responsibilities of keeping the disclosed information confidential. For example, you can state: Receiving Party should use reasonable efforts to keep disclosing Party’s Confidential Information confidential. Disclosure or use of the Confidential Information by Receiving Party in breach of this Agreement will be deemed to cause Disclosing Party irreparable harm for which damages are not an adequate remedy.