Non-Disclosure Agreements (NDAs), Explained
The contract that protects confidential information in a deal or relationship.
What is a non-disclosure agreement (NDA)?
An NDA, or confidentiality agreement, is a contract in which one or both parties agree to keep certain information secret and use it only for a defined purpose. NDAs are used before deals, partnerships, and hires whenever sensitive information — financials, customer lists, technology, strategy — has to be shared.
Key terms
- Definition of confidential information — what is actually covered;
- Permitted use — the limited purpose for which it can be used;
- Duration — how long the obligation lasts; and/or
- Exclusions and remedies — what is not covered and what happens on a breach.
One-way vs. mutual
An NDA can protect one side (one-way) or both (mutual), depending on who is sharing. The right structure and scope matter: an NDA that is too narrow leaves information exposed, while one that is unreasonably broad can be hard to enforce. When information is misused, an NDA supports a cease-and-desist demand and a claim.
How Nochumson P.C. helps
Nochumson P.C. drafts and enforces NDAs and other business contracts. Contact us to protect your confidential information.
Related articles:
- Pennsylvania Non-Compete Agreements: Are They Enforceable?
- Non-Solicitation Agreements in Pennsylvania
- Cease-and-Desist Letters: When & How
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