Using a Non-Disclosure Agreement Template
Are you looking to download a non-disclosure agreement template online? Most people will spend a long time online looking for the right nondisclosure agreement template to protect their confidential information. Using the template could save them up to thousands of dollars if they do it correctly.
There is an issue if your NDA isn’t clear enough to bind the other party. The whole agreement is pointless if you can’t oblige others to follow it. If someone does violate the NDA, you need a way to collect damages. That is why our law firm always asks for ID’s for those that sign NDA’s with us.
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Have you experienced writing a legal document only to find some terms missing? That moment of uncertainty right before you sign a contract can be very stressful.
After reading this article, you will understand how to create a valid non-disclosure agreement. Discover the essential terms that agreement must include and when it makes sense to use the template.
Keep in mind legal templates are not for everyone. If you need a lawyer, please go to our law firm page. Legal templates are provided by Clearway Lite, not ClearWay Law.
What is a non-disclosure agreement?
It is also known as a confidential disclosure agreement or a secrecy agreement. This document is a legal contract between you and the other party or parties. It outlines confidential information or materials you shared with each other, but don’t want others to access or hear about.
Elements of an NDA
What should I look for in an NDA? A nondisclosure agreement has some the following elements:
It defines confidential information. The agreement should include the aspects of your business or the deal that must remain confidential. It also states the reasons why it should remain confidential. The NDA contains the types or categories of confidential information protected in the agreement.
The purpose of the agreement is to make sure that both parties understand the boundaries of the disclosure. Otherwise, the court may declare it too broad and impossible to enforce. If someone violates the agreement, you want to be able to collect damages.
If you want to protect your information, you need to have a clear outline of the information you want to keep confidential. When looking for a non-disclosure agreement template, check if it allows you to define the information.
For example, the agreement may state: “Confidential information includes financial information and research processes.”
You can include the following in the definition of confidential information:
- Written or tangible information
- Any information disclosed through products, materials, documents, conversations
- Exclusions which are no longer included as confidential information
What can be excluded from the NDA?
Here are instances when you can accept exclusions to information:
It is or will become accessible to the public. But it does not include information which became public because of the breach of the confidentiality agreement.
The recipient of the information came up with such information or development without using any of the confidential information received from you.
The recipient did not receive it from you but from a third-party or someone who is not a party to your agreement. But you must make sure that the third-party did not breach their confidentiality obligations by telling the recipient about the confidential information.
It lays down the obligations of the person who receives such information. To whom does the agreement apply, and what are their obligations?
When you sign an NDA, you are usually obliged to the following:
- You must refrain from disclosing information
- You should take measures to protect the confidentiality of information
- Ensure that you use the confidential information only for a purpose or purposes specified in the NDA.
It specifies the time periods or the dates in which the confidentiality agreement is valid and enforceable. The question is, “How long should the NDA last?”
Every non-disclosure agreement is unique, and you can set your own time frame. The standard terms range from one year to ten years. Trade secrets may last longer, or indefinitely.
Miscellaneous provisions- You can include provisions to discuss who will pay for the legal fees in a lawsuit. You can also decide the laws that apply to your agreement in the miscellaneous clauses.
Non-Disclosure Agreement Template- How To Properly Create It
There are many instances where it may be proper to require another party to sign a Non-Disclosure Agreement. These are situations where you wish to tell others about a valuable business or idea. You need to make sure that the other side won’t steal or use it without your consent.
You can ask the following people to sign an NDA when you share sensitive information or allow them to access the information you don’t want the public to know:
- Potential investor or partner
- Potential buyer of business
- Employees handling sensitive company information
Non-Disclosure Agreement Template- Different Types
The NDA establishes a confidential relationship among the people who signed it. All the signatories agree that by signing the agreement agree that they will not share the sensitive information to others.
Mutual non-disclosure agreement- Are you a business entering into negotiations with another business? You can share sensitive information with confidence knowing that the other party won’t disclose it to your competitors.
Non mutual agreement: You can require your new employees to sign this type of agreement. It’s especially important if they have access to sensitive information about the company. You don’t have to sign the NDA, only your employee is the one signing the agreement.
Additional tips when writing your own nondisclosure agreement:
- Use our non-disclosure agreement template. It should have all the features you need to fit your needs.
- If you need more information on writing your nondisclosure agreement, reach out to a business lawyer in your city.
There are two main ways people in Canada can create a nondisclosure agreement:
1) Get an attorney to do it for you. This sometimes takes several weeks, depending on their availability. It can cost up to $1500.
2) Download an editable easy-to-fill nondisclosure agreement template and send it in minutes!
In conclusion, do you have concerns about if the other party can keep your confidential information private? Then it is advisable to have them sign the nondisclosure agreement. It can help preserve your business relationship and safeguard your business interests.
If you want to learn more about Canadian law, have a look at our videos.