Non-Disclosure Agreement

Definitions #

A legal contract where two or more parties promise not to share confidential information with third parties.

Technical A binding agreement creating a duty of confidentiality over specified proprietary or sensitive information, often including mutual or unilateral obligations and exclusions for public knowledge.

Etymology #

From 'non-' meaning not, 'disclosure' meaning the act of revealing, and 'agreement' meaning a binding arrangement.

Collocations #

mutual NDA 双方互负保密义务的保密协议
unilateral NDA 仅一方负有保密义务的保密协议

Real Business Examples #

Both parties executed a mutual NDA before discussing the proposed joint venture.
The potential investor signed an NDA to access the startup's financial data.
The NDA prohibits the recipient from disclosing trade secrets to any third party.
Our legal department reviewed the confidentiality agreement before we shared our pricing model.

Register & Variants #

Register: formal
BrE/AmE: 全球通用

Synonyms & Antonyms #

Synonyms: confidentiality agreement, secrecy agreement

Common Errors #

Treating an NDA as providing absolute secrecy in all circumstances. NDAs typically have exceptions (e.g., disclosure required by law, information already public). Do not assume absolute protection.
Signing an NDA without clearly defining what is 'confidential.' The agreement should specify the scope of confidential information in writing; otherwise, disputes may arise.

Confusable Terms #

Memorandum of Understanding vs Non-Disclosure Agreement: An MOU outlines broad agreement principles but does not always create enforceable confidentiality obligations.

Frequently Asked Questions

Does an NDA expire??

NDAs can have a stated duration or continue indefinitely, especially for trade secrets. The term should be specified in the agreement.

Are NDAs enforceable internationally??

Enforceability varies by jurisdiction, but many countries recognize them if properly specified.

Published: 2026-09-22 Category: Contracts