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Understanding Non-Disclosure Agreements

Non-Disclosure Agreements

In a non-disclosure agreement, the two parties agree not to share any sensitive information outside of the workplace. Non-disclosure agreements are typically created to safeguard corporate secrets.

For instance, let's say you've employed a few workers or contractors to complete some tasks that require you to provide them access to some sensitive information. It goes without saying that you don't want the employees or contractors to disclose the information to anyone. What you should do is sign a non-disclosure agreement with them to stop them from discussing it with anyone outside of the company.

Protecting sensitive information is the non-disclosure agreement's primary goal. It is a legally binding contract between the two parties.

Standard Clauses

The following provisions are frequently seen in non-disclosure agreements:

  • A nondisclosure agreement can be unilateral or one-way, in which case only one party is in possession of the information that needs to be disclosed to the other before the contract is signed.

    • The party in possession of the information is referred to as the revealing party, and the other as the receiving party.
    • A mutual or two-way agreement is one in which both parties have access to the information that they exchange.
  • Information That Must Be Protected or Kept Confidential: The Agreement Must Specify What Information Must Be Kept Confidential.

  • Confidentiality Disclosure: This provision outlines the purposes for which such information may be used. Additionally, it might list the names of those people who are permitted to receive confidential information.

  • Term of the Agreement: The agreement should include the date it was signed and how long it will be in effect. It may provide clauses for whether disclosure rules and obligation will apply after the expiry of the contract or not.

  • Remedies: The agreement must provide for remedies to be adopted in case either of the party breaches the contract.