Non-Disclosure Agreement (NDA)
A standalone contract dedicated to keeping shared information secret.
What it means
A non-disclosure agreement (NDA) is a standalone contract whose whole purpose is protecting confidential information — commonly signed before negotiations, due diligence, or any project where sensitive material changes hands. It defines what counts as confidential, how the information may be used, standard exclusions (already public, independently developed), and how long the duty lasts. NDAs come in one-way form (only one party discloses) and mutual form (both do).
Why it matters before you sign
Check whether the NDA is one-way or mutual and how broadly 'confidential' is defined — an overbroad NDA can restrict conversations you need to have to run your business.
In a contract, it looks like this
Before sharing its pricing model, the supplier asked the distributor to sign a mutual NDA covering the negotiation.
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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