"Free Non
Disclosure Form (NDA Form)"
By Jefferson Highway, General Counsel
Non Disclosure Agreements (NDAs, also known as 'Confidentiality
Agreements') are an essential part of modern business. If you
have a trade secret, an invention or a 'good idea', it can be
worrying revealing the details to a third party because you never
know if your idea may be stolen. For this reason, NDA forms are
common. The problem is, most of them are long winded, running
to 10 pages or more, and they very length of them makes it difficult
sometimes to get your target to sign in the first place.
For this reason, we here at www.lawyersbench.com
have come up with this 'short form' NDA form you can use. It is
short, unambiguous, and covers both parties, so you should find
much less resistance when trying to get it signed. As always,
www.lawyersbench.com
recommend consulting your own lawyer in any legal matter.
Non Disclosure Agreement
Parties:-
A) COMPANY (or person) A (E.g. www.lawersbench.com)
B) COMPANY (or person) B (E.g. Jefferson Highway Esq)
Whereas:-
The parties possess valuable information, technical knowledge,
experience and data of a secret and confidential nature relating
to the field, all of which are regarded by them as commercial
assets of considerable value; and
The parties are willing to disclose such information to each
other on the condition that the recipient of the information does
not disclose the same to any third party nor make use thereof
in any manner except as set out below.
In consideration of such disclosure to each other, it is agreed
by and between the parties hereto as follows;
1. The receiving party undertakes to treat as strictly confidential
and not to divulge to any third party any of the information disclosed
by the other and not to make use of any such information without
the disclosing party's prior written consent.
2. In the event of one party visiting any of the Establishments
of the other party, the visiting party undertakes that any information
relating to the field which may come to its knowledge as a result
of any such visit, inclusive of the form, materials and design
of various elements of any relevant plant and equipment which
may be seen at such Establishments as well as all the plant as
a whole, the methods of operation thereof and the various applications
thereof, shall be kept strictly confidential and that any such
information will not be divulged to any third party and will not
be made use of in any way by the visiting party without the other
party's prior written consent.
3. The above undertaking shall not appy to:
- Information which at the time of disclosure is published or
otherwise generally available to the public.
- Information which after disclosure by the disclosing party
is published or becomes generally available to the public, otherwise
than through any act or omission on the part of the receiving
party.
- Information which the receiving party can show was in its
possession at the time of disclosure and which was not acquired
directly from the disclosing party.
- Information rightfully acquired from others who did not obtain
it under the pledge of secrecy to the disclosing party.
4. The parties agree that after three years from the date hereof
they shall each be relieved from all obligations under the Agreement
and that after such period has expired they will rely on such
patents as they may then own for the protection of any information
disclosed to each other pursuant to this Agreement.
5. The terms of this Agreement shall be deemed to apply also
to the servants or agents or legally associated entities of the
receiving party who shall require their said servants or agents
or legally associated entities to observe the foregoing obligations.
6. Neither the execution of this Agreement, nor the disclosure
of any Proprietary Information hereunder, shall be construed as
granting either expressly or by implication, estoppel or otherwise,
any license under any invention or patent now or hereafter owned
by or controlled by the parties.
7. This agreement shall not be construed in any manner to be
an obligation to enter into further contract or to reimburse the
cost of any effort expended by either party.
8. This agreement shall be interpreted in accordance with the
laws of the INSERT COUNTRY / STATE HERE.
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representatives, effective
as of the date hereof.
COMPANY A
By: _______________________________
Name: _____________________________
Title: ______________________________
Date: ______________________________
COMPANY B
By: _______________________________
Name: _____________________________
Title: ______________________________
Date: __________________________ |
