A Simple Non-Disclosure Agreement (NDA) Sample: Protecting Your Confidential Information

In today`s fast-paced business environment, protecting confidential information is more crucial than ever. One way to safeguard your trade secrets and sensitive data is by using a non-disclosure agreement (NDA), also known as a confidentiality agreement.

An NDA is a legal contract that sets forth the terms and conditions under which one party agrees not to disclose certain information to others. The agreement outlines what information is considered confidential and how it can be used. If the recipient violates the NDA terms, the discloser can seek legal remedies and compensation for damages.

A Simple Non-Disclosure Agreement Sample

Here`s a basic format for a non-disclosure agreement:

1. Introduction: State the names of the parties involved, the purpose of the NDA, and the effective date of the agreement.

2. Definition of Confidential Information: Clearly define what types of information are considered confidential and what are not. Examples include trade secrets, customer data, financial records, and proprietary technology.

3. Confidentiality Obligations: Describe what the recipient can and cannot do with the confidential information. Typically, the recipient is required to keep the information confidential, use it only for the specified purpose, and protect it from unauthorized disclosure. The NDA should specify the term of confidentiality, which could be a fixed period or indefinitely.

4. Exceptions to Confidentiality: Identify any exceptions to the confidentiality obligations. For instance, if the recipient is legally required to disclose the information by a court order, they are not in breach of the NDA.

5. Term and Termination: Specify the length of the NDA and how it can be terminated. For example, if the purpose of the NDA is to cover a specific project, it may terminate once the project is completed. Alternatively, if the NDA is meant to cover an ongoing relationship, it may last for the duration of the relationship.

6. Remedies for Breach: Outline the legal remedies available to the discloser in case of a breach of the NDA. These may include injunctive relief, damages, and attorney fees.

7. Governing Law and Jurisdiction: State the governing law and jurisdiction that will apply in case of a dispute. This is important if the parties are based in different states or countries.

8. Signatures: Both parties should sign and date the NDA to indicate their agreement to its terms.


This simple non-disclosure agreement sample can serve as a starting point for drafting your own NDA. Keep in mind that NDAs can be customized based on the specific needs of your business. It`s always best to consult with a legal professional to ensure that your NDA meets your business goals and provides adequate protection for your confidential information.