Nondisclosure Agreement (NDA)

Use this nondisclosure (or confidentiality) agreement, also known as an NDA, to protect your trade secrets. You can use it to safeguard a secret design, a new business idea, sensitive financial information, and more.

You can create, save, and edit the form before you buy—just set up a Nolo.com account. It's easy, free, and there's no obligation to purchase anything. If you buy the form, you'll be able to print, send, or download it at any time during your one-year subscription.

Use this nondisclosure (or confidentiality) agreement, also known as an NDA, to protect your trade secrets. You can use it to safeguard a secret design, a new business idea, sensitive financial information, and more.

You can create, save, and edit the form before you buy—just set up a Nolo.com account. It's easy, free, and there's no obligation to purchase anything. If you buy the form, you'll be able to print, send, or download it at any time during your one-year subscription.

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  • Product Details
  • Others might gain access to your confidential business information—namely, your trade secrets—including employees, independent contractors, prospective business partners, investors, licensees, suppliers, and customers. You can protect your company with this nondisclosure agreement (NDA). This agreement prohibits others from using your trade secrets for their own gain and from disclosing your secrets to competitors.

    When someone will be accessing company information, it’s best to have them sign an NDA immediately. If you want a current employee to sign an NDA, you will probably need to provide an incentive, such as a raise or promotion.

    Also, keep in mind that a nondisclosure agreement is only part of the solution—you should also take steps to restrict access to the information you want kept secret.

    This plain-English eForm from Nolo can be an important part of your strategy for taking good care of your business.

  • FAQs
  • Why should I use a nondisclosure agreement (NDA)?

    To understand why and when to use nondisclosure agreements (NDAs) you must first know a little about the law of trade secrets, which is based on the simple idea that you can build, maintain, or extend your competitive advantage in the marketplace if you keep valuable information secret from your competition. Especially if you can't patent the information or ideas (which is usually the case), treating the information as a trade secret is often the most effective way to prevent people -- including employees, former employees, consultants, independent contractors, suppliers, vendors, investors, partners, and licensees -- from disclosing it. If anyone does disclose a trade secret, using an NDA is the best way to build a foundation for a damage lawsuit against the discloser and to get an injunction to stop anyone who obtained the information from using it.

    What are trade secrets?

    Trade secrets are defined in the law as any formula, pattern, physical device, idea, process, compilation of information, or virtually any other information:

    • that is not generally known or readily ascertainable by competitors
    • that offers actual or potential economic advantage over others, and
    • where reasonable precautions have been used to keep the information secret.

    What does a nondisclosure agreement do?

    Nondisclosure agreements are the cornerstone of any trade secret protection program. Using an NDA:

    • can establish that the receiver of trade secret information owes a legal duty to keep the information confidential
    • can define just what information is to be kept confidential
    • impresses on the receiver of information that the company or individual is serious about maintaining its trade secrets.
    • is evidence in court -- should a lawsuit for money damages or to enjoin (prevent) disclosure of the secret arise -- that the company or individual considered the information a trade secret.

    Again, remember the key point: Information is considered to be a trade secret only if a company or individual uses reasonable precautions to preserve secrecy. Use of NDAs is generally considered by the courts to be the most important and fundamental reasonable precaution.

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Needs e-signature support

By Charles S.

A simple way to create a non-disclosure agreement but would be great if the PDF created was a form with e-signature fields. Maybe there is a reason why this would not work that I don't know...?

Posted on 3/4/2021

Professional and Prompt

By Anonymous

We need a quick and easy Nondisclosure (confidentiality ) agreement and NOLO provided a fast and efficient service for us which helped make or deadline without a hitch!

Posted on 6/7/2017

Got what I paid for

By Anonymous

Great product for the money.

Posted on 2/6/2017

I would search somewhere else

By Anonymous

While it technically was a Non-Disclosure agreement, it did not have the technical and legal format and specificity I expected and ultimately received from another site.

Posted on 10/28/2016

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