A non-disclosure agreement (NDA) is a legally binding contract that prohibits individuals from sharing confidential or proprietary information with others. NDAs are often used in business settings, particularly in industries where trade secrets and intellectual property are highly valuable. In this article, we`ll provide an example of a non-disclosure agreement to help you better understand what these contracts look like.
Example of a Non-Disclosure Agreement:
This Non-Disclosure Agreement (the “Agreement”) is made on [insert date] between [insert name of disclosing party] (“Disclosing Party”) and [insert name of receiving party] (“Receiving Party”).
1. Confidential Information. For the purposes of this Agreement, “Confidential Information” means any non-public information that is disclosed by the Disclosing Party to the Receiving Party or that the Receiving Party may have access to in connection with its relationship with the Disclosing Party. Confidential Information may include, but is not limited to, trade secrets, customer lists, business plans, and financial information.
2. Obligations. The Receiving Party agrees to use the Confidential Information solely for the purpose of [insert purpose] and to not disclose or use the Confidential Information in any way that would be detrimental to the Disclosing Party. The Receiving Party agrees to take all reasonable measures to protect the confidentiality of the Confidential Information and to not disclose it to any third-party without the prior written consent of the Disclosing Party.
3. Term. This Agreement shall remain in effect for [insert time period], or until terminated by either party upon [insert notice period] written notice.
4. Termination. Upon termination of this Agreement, the Receiving Party shall immediately return or destroy all Confidential Information received from the Disclosing Party and any copies thereof.
5. Governing Law. This Agreement shall be governed by the laws of [insert governing law].
6. Entire Agreement. This Agreement constitutes the entire understanding between the parties and supersedes all prior negotiations, discussions, and agreements, whether written or verbal.
7. Signatures. This Agreement may be executed in counterparts and may be signed electronically, each of which shall be deemed an original.
Conclusion:
Non-disclosure agreements are an important tool for protecting confidential information in business relationships. This example of a non-disclosure agreement demonstrates the key elements that should be included in these contracts, including defining what constitutes confidential information, outlining the obligations of the receiving party, and stipulating the period for which the agreement is in effect. Always consult with a legal professional before drafting or entering into a non-disclosure agreement.