Confidentiality (NDA)
A duty to keep shared information secret and use it only as agreed.
What it means
A confidentiality clause — or a standalone non-disclosure agreement (NDA) — obligates a party to keep specified information secret and use it only for a defined purpose. It typically defines what counts as confidential, lists standard exclusions (information already public or independently developed), and sets how long the duty lasts. NDAs can be one-way (only one side discloses) or mutual.
Why it matters before you sign
Check what you are promising to protect, for how long, and whether the definition is so broad that ordinary business conversation could violate it.
In a contract, it looks like this
Each party agrees to hold the other's confidential information in strict confidence and to use it solely to evaluate the proposed transaction.
This definition is a general, educational explanation — not legal advice. XOsign provides AI-assisted document tools and does not provide legal advice; consider consulting a qualified attorney for guidance on your specific situation. Requirements vary by state.
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