An NDA, or Non-Disclosure Agreement, is a legally binding contract between two or more parties that establishes a confidential relationship. The parties agree not to disclose any sensitive, proprietary, or confidential information shared between them. NDAs are commonly used in business relationships to protect trade secrets, business plans, client lists, product specifications, and other confidential data from being shared with unauthorized third parties or competitors. The main purposes of an NDA are to:
- Clearly define what information is confidential and must be protected.
- Legally obligate parties to keep the information secret and not disclose it.
- Protect intellectual property and patent rights by preventing public disclosure.
NDAs can be unilateral (one party discloses information, the other agrees to keep it confidential) or mutual (both parties share confidential information and agree to protect each other's data). Breaking an NDA can lead to legal consequences such as lawsuits and financial penalties. NDAs are often signed at the start of business discussions, before sharing business plans, technology, or products with potential partners, investors, employees, or contractors, to ensure sensitive information remains protected. In summary, an NDA is a tool to safeguard confidential information by creating a legal obligation to maintain secrecy, vital in business dealings and protecting intellectual property.