Non Disclosure Agreement between Business Partners

A non-disclosure agreement ("NDA") is a legally binding contract, in which two parties agree to refrain from divulging 'Confidential Information' originating from the other. By signing an NDA parties agree that any proprietary, commercially valuable or sensitive information they become exposed to in the course of their dealings will not be shared with unauthorised third parties or made available to the public.

Business, entrepreneurs, contractors and employers all use non-disclosure agreements. It ensures that valuable information regarding their business remain confidential, and not fall into the wrong hands, spoiling their competitive advantage.

Parties to an NDA can define precisely what sort of information cannot be disclosed without authorisation. There are several categories of information that typically feature in NDA's, including: customer information, information about business operations, accounting information, information about intellectual property or future marketing strategies. The user in filling in this document can select which categories of information that intend to subject to a duty of confidence, and an obligation of non-disclosure. Users can furthermore add additional categories or elaborate in greater detail specific examples of the information that they must not be divulged without authorisation.

Failure to adhere to the obligations set out in a Non Disclosure Agreement will result in legal action and the pursuit of the damages by the non-breaching party. This document allows users to specify the remedies at their disposal in the event of a breach of the non-disclosure agreement. Typically, remedies include: injunctive relief, specific performance and monetary damages.

How to Use this Document

The user should indicate whether one or both parties to the agreement are bound by the obligations of non-disclosure. The user should fill in all details as accurately as possible. The user should try to identify as precisely as possible the type of information they want covered by the duty of non-disclosure and provide examples relevant to their specific business environment. This document should be filled in, dated and signed by both parties. A hard and soft copy should be retained by both for their records.

This Agreement is designed for business partners, contractors and potential business investors. If a user wants to protect Confidential Information to which an employee may be exposed during their employment, they should refer to the 'Employee Non Disclosure Agreement'.

Applicable Law

This document is written in compliance with Irish Contract Law.

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