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what is a non-disclosure agreement or NDA a non-disclosure agreement or NDA is a contract between a person and another party in which they agreed to keep the information they learn from each other Secret it is also called a confidentiality agreement because the exchange of information is confidential confidential means intended to be kept secret companies with valuable data such as intellectual property sometimes need to present that information to Outsiders because they need their input if the other part is signed an NDA they have effectively promised not to tell anybody what they discuss imagine you need to talk to somebody about an idea you have you want their advice however you don't want them to tell anybody about your idea before discussing anything give them a non-disclosure agreement to sign thousands of ndas are signed every day across the world by business coaches accountants marketing consultants financial advisors Insurance Brokers scientists and even politicians if you're going to present a new potential medical breakthrough to a group of investors a non-disclosure agreement can help make sure that nobody else steals it non-disclosure agreements May cover a wide range of topics such as customer lists chemical formula technical designs Trade Secrets inventory status Etc information that is not known in the public domain is typically confidential or a trade secret when it is no longer a secret its value is lost ing to Cornell Law School a non-disclosure agreement is an agreement in contract law that certain information will remain confidential as such an NDA binds a person who has signed it and prevents them from discussing any information included in the contract with any not authorized party if after signing an NDA you share the confidential information with somebody else you are guilty of breach of contract the other party could sue you and claim compensation and damages only sign an NDA if you are a hundred percent sure that you can keep the information Secret if somebody is interested in acquiring your business they will want to find out as much as they can about your sales costs customers and so on they will want to look at your accounts inventory assets and staff they will carry out due diligence make sure you have signed an NDA before you divulge anything confidential what you include in your NDA is completely up to you you may want to keep everything that is discussed in meetings and presentation secret that's fine you could stipulate that only information that is marked confidential must not be shared with other people that is also fine if you're not sure how to prepare your non-disclosure agreement you should consider using a legal expert ing to upcouncil.com a non-disclosure agreement attorney can help you draft an appropriate confidentiality agreement that minimizes the chances of a breach