Thursday, November 11, 2010

Free Confidentiality Disclosure Agreement Samples

Nov 8, 2010 Sylvia Cruz

Non Disclosure Agreement Samples - zion@MorgueFile

Non Disclosure Agreement Samples - zion@MorgueFile

Confidentiality Disclosure Agreements, CDA, are also known as non disclosure agreements, NDA, and confidentiality agreements, CA. These may be used to protect intellectual properties and inventions while patents are pending. They can also be used to restrict the sharing of information in an information technology environment. Generally, the NDA discloses how information may be used, conditions and terms of use. This article presents tips and ideas for drafting or obtaining a confidentiality agreement.

Rights and Privileges for Inclusion on a Non-Disclosure Agreement

Inventions, rights and privileges may be considered to be part of a confidentiality agreement. These may be copyrightable rights that need to be protected while waiting to apply for a patent. The privileges can also include information that an owner wants to keep secret, such as information shared with an independent contractor. The following may be part of a non disclosure agreement; this is not an all inclusive list:

  • General technical and business data
  • Business processes
  • Projects and products blueprints
  • Products’ details
  • IT systems access privileges
  • Original models
  • Market studies
  • Trade secrets

Parties Privileged to Confidential Information

Individuals who need to protect an invention, ideas or tangible properties should maintain this information secret before a patent is filed. Filing for a patent may protect inventions in case of stolen information. However, there are parties required to keep client’s legal information secret. These include attorneys, patents agents and Patent’s Office personnel. Any person or entity that does not have a fiduciary duty to maintain secrecy should be part of a confidentiality agreement. Owners of copyrightable rights planning to disclose information as part of marketing a product should consider a non disclosure agreement.

Creating a Non-Disclosure Agreement, NDA

A confidentiality agreement can be drafted using free online samples and templates. However, it is important to consult an experienced attorney before disclosing unpatented information on a copyrightable product. An attorney can advise on the steps to take to file for a patent, to protect the invention and can also draw an enforceable confidentiality agreement. An attorney can also defend a patent and the confidentiality agreement in court.

Individuals wishing to draw their own non disclosure agreement may consider the following general tips:

  • A review of the country’s Patent and Copyright Office for confidentiality agreement’s requirements and samples
  • Use a plain form and state the purpose of the agreement
  • Define the restrictions for the use of the information presented, in which case may the information be used by the receiver.
  • Include a clause requiring the information be kept secret and confidential by the receiver, employers and consultants.
  • Identify the time period, specific dates, during which the disclosure of information is forbidden by the agreement.
  • Specify the dates when confidential information will be shared with the receiver (s).
  • Include a clause stating that the products, models, specifications etc. are property of the owner and not of the receiver.
  • Indicate that disclosure of the secret information constitute a breach of contract

Free Non-Disclosure Agreement Samples

In addition to consulting an attorney or drawing a confidentiality agreement from scratch, individuals can find free samples online. These samples are general and don’t cover every possible use of a confidentiality agreement. However, the templates can be modified to deal with specific secret information. Online legal services such as and offer free templates for download. The following are samples confidentiality agreements in pdf form.

A non disclosure agreement serves as a legal contract to keep information secret between two or more parties. Free templates can be located online and modified for specific uses. It is recommended that individuals seek the advice of an attorney before disclosing confidential information, especially when this information may lead to legal issues.

Resources: Public information at the site

Copyright Sylvia Cruz. Contact the author to obtain permission for republication.

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