Non Disclosure Statement Template

Table of Contents

• Introduction
• What is a Non Disclosure Statement?
• Purpose of a Non Disclosure Statement
• Important Elements of a Non Disclosure Statement
• Creating a Non Disclosure Statement
• Types of Non Disclosure Statements
• Non Disclosure Statement Template
• Tips for Using a Non Disclosure Statement
• Reviewing and Updating a Non Disclosure Statement
• Conclusion

Introduction

A Non Disclosure Statement, also known as an NDA or confidentiality agreement, is a legal document that outlines the terms and conditions under which confidential information is shared between two or more parties. It is commonly used in business transactions, partnerships, and employment relationships to protect sensitive information from being disclosed to unauthorized individuals.

What is a Non Disclosure Statement?

A Non Disclosure Statement is a legally binding agreement that establishes a confidential relationship between the parties involved. It ensures that any information shared between the parties remains confidential and cannot be disclosed to third parties without prior consent. The NDA defines the scope of the confidential information, the obligations of the parties, and the consequences of a breach of the agreement.

Purpose of a Non Disclosure Statement

The primary purpose of a Non Disclosure Statement is to protect sensitive information from being disclosed to unauthorized individuals or competitors. It allows businesses to share confidential information, such as trade secrets, business strategies, or customer data, with the confidence that it will remain confidential. By signing an NDA, the parties involved agree to keep the information confidential and refrain from using it for any purpose other than the one specified in the agreement.

Important Elements of a Non Disclosure Statement

A Non Disclosure Statement typically includes the following important elements:

• Identification of the parties involved
• Definition of confidential information
• Duration of the agreement
• Obligations of the parties
• Consequences of a breach of the agreement

These elements ensure that the agreement is comprehensive and enforceable in case of a dispute.

Creating a Non Disclosure Statement

Creating a Non Disclosure Statement can be a complex process, as it requires careful consideration of the specific needs and requirements of the parties involved. It is recommended to seek legal advice or use a trusted template to ensure that the agreement is legally binding and provides adequate protection for the confidential information.

Types of Non Disclosure Statements

There are two main types of Non Disclosure Statements:

1. Unilateral NDA: This type of NDA is used when one party discloses confidential information to another party. It is commonly used in employment contracts or when a business shares confidential information with a contractor or consultant.
2. Mutual NDA: This type of NDA is used when both parties share confidential information with each other. It is commonly used in business partnerships, joint ventures, or when two companies are considering a merger or acquisition.

Non Disclosure Statement Template

While each Non Disclosure Statement may vary depending on the specific circumstances, here is a general template that can be used as a starting point:

Non Disclosure Statement1. Parties: [Insert names and contact information of the parties] 2. Definition of Confidential Information: [Specify what constitutes confidential information] 3. Duration: [Specify the duration of the agreement] 4. Obligations of the Parties: [Outline the obligations of each party] 5. Consequences of Breach: [Specify the consequences of a breach of the agreement] 6. Governing Law: [Specify the governing law of the agreement] 7. Entire Agreement: [State that the NDA constitutes the entire agreement between the parties] 8. Severability: [Include a severability clause to ensure that if any provision of the agreement is found to be invalid, the remaining provisions will still be enforceable] 9. Signatures: [Include spaces for the parties to sign and date the agreement] 10. Confidentiality: [Include a statement emphasizing the importance of confidentiality] 11. Termination: [Specify how the agreement can be terminated] 12. Dispute Resolution: [Include a clause specifying how disputes will be resolved] 13. Modifications: [Include a clause stating that any modifications to the agreement must be in writing and signed by both parties] 14. Counterparts: [Include a counterparts clause to allow the agreement to be signed in multiple counterparts, each of which will be considered an original] 15. Effective Date: [Specify the effective date of the agreement] 16. Successors and Assigns: [Include a clause stating that the agreement will be binding on the parties' successors and assigns] 17. Headings: [Include a clause stating that the headings used in the agreement are for convenience only and do not affect the interpretation of the agreement] 18. Confidentiality after Termination: [Specify how the confidentiality obligations will continue after the termination of the agreement] 19. Entire Agreement: [Include a clause stating that the NDA constitutes the entire agreement between the parties] 20. Governing Law and Jurisdiction: [Specify the governing law and jurisdiction of the agreement] 21. Execution: [Include spaces for the parties to sign and date the agreement] 

Tips for Using a Non Disclosure Statement

When using a Non Disclosure Statement, consider the following tips to ensure its effectiveness:

• Clearly define the confidential information: Specify what information is considered confidential and what is not.
• Include a non-compete clause: If necessary, include a non-compete clause to prevent the receiving party from using the confidential information to compete with the disclosing party.
• Limit the duration of the agreement: Set a specific duration for the agreement to ensure that the obligations of the parties are clear.
• Review the agreement with legal counsel: It is always advisable to have a lawyer review the agreement to ensure that it is legally enforceable and provides adequate protection.

Reviewing and Updating a Non Disclosure Statement

It is important to regularly review and update your Non Disclosure Statement to ensure that it remains relevant and provides adequate protection for your confidential information. As your business evolves and new risks emerge, it may be necessary to make changes to the agreement to address these changes.

Conclusion

A Non Disclosure Statement is a valuable tool for protecting confidential information in business transactions, partnerships, and employment relationships. By using a well-drafted NDA and following best practices, you can ensure that your sensitive information remains confidential and is not disclosed to unauthorized individuals.