Nondisclosure agreements (NDAs) are critical legal documents that protect sensitive information shared between parties. For startups, these agreements are essential when collaborating with partners, investors, or employees. They help maintain confidentiality and safeguard intellectual property, ensuring that proprietary information remains secure. Here are three practical examples of nondisclosure agreements specifically designed for startups.
When seeking funding, startups often need to share sensitive business information with potential investors. An investor nondisclosure agreement ensures that the investor does not disclose or misuse this information.
In this context, the startup shares its business plan, financial projections, and proprietary technology details with an interested investor during funding discussions. This NDA protects the startup’s intellectual property and sensitive data from being leaked or used against them.
Nondisclosure Agreement
This Nondisclosure Agreement (the "Agreement") is made on [Date] between [Startup Name], a corporation with its principal place of business at [Address] (the "Disclosing Party"), and [Investor Name], with a principal address at [Address] (the "Receiving Party").
1. **Confidential Information**: For purposes of this Agreement, "Confidential Information" shall include all information disclosed by the Disclosing Party to the Receiving Party, including but not limited to business plans, financial data, and proprietary technology.
2. **Obligations**: The Receiving Party agrees to treat all Confidential Information as strictly confidential and shall not disclose it to any third party without the prior written consent of the Disclosing Party.
3. **Term**: This Agreement shall commence on the date first above written and shall continue for a period of [number] years.
4. **Governing Law**: This Agreement shall be governed by the laws of the State of [State].
IN WITNESS WHEREOF, the parties hereto have executed this Nondisclosure Agreement as of the date first above written.
[Startup Name]
By: __________________________
Name: [Name]
Title: [Title]
[Investor Name]
By: __________________________
Name: [Name]
Title: [Title]
Notes: This NDA can include additional clauses such as the duration of confidentiality and exceptions for legally required disclosures.
Startups frequently need to protect their business secrets when hiring new employees. An employee nondisclosure agreement ensures that employees do not disclose any confidential information they gain access to during their employment.
In this scenario, a startup hires a software engineer who will be working on proprietary software development. The NDA safeguards the startup’s code, algorithms, and any client information the employee may encounter.
Nondisclosure Agreement
This Nondisclosure Agreement (the "Agreement") is made on [Date] between [Startup Name], a corporation with its principal place of business at [Address] (the "Disclosing Party"), and [Employee Name], residing at [Address] (the "Receiving Party").
1. **Confidential Information**: "Confidential Information" includes any proprietary information, trade secrets, and any other sensitive information disclosed to the Receiving Party during the course of employment.
2. **Non-Disclosure**: The Receiving Party agrees to maintain the confidentiality of the Confidential Information and shall not disclose it to any third parties during and after the term of employment.
3. **Return of Materials**: Upon termination of employment, the Receiving Party agrees to return all materials containing Confidential Information to the Disclosing Party.
4. **Term**: This Agreement shall commence on the date first above written and shall survive the termination of the employee’s employment.
IN WITNESS WHEREOF, the parties hereto have executed this Nondisclosure Agreement as of the date first above written.
[Startup Name]
By: __________________________
Name: [Name]
Title: [Title]
[Employee Name]
By: __________________________
Name: [Name]
Notes: This NDA can be adjusted to include non-compete clauses and intellectual property ownership rights.
When collaborating with other businesses, startups often need to share sensitive information. A partner nondisclosure agreement protects both parties by ensuring that shared information remains confidential.
In this example, a startup partners with another company to co-develop a new product. This NDA ensures that neither party discloses any shared proprietary information or technology without consent.
Nondisclosure Agreement
This Nondisclosure Agreement (the "Agreement") is made on [Date] between [Startup Name], a corporation with its principal place of business at [Address] (the "Disclosing Party"), and [Partner Name], with a principal address at [Address] (the "Receiving Party").
1. **Confidential Information**: "Confidential Information" refers to all information, including but not limited to technical data, trade secrets, and business strategies, disclosed by either party during the term of this Agreement.
2. **Non-Disclosure**: The Receiving Party agrees not to disclose any Confidential Information to any third party without the prior written consent of the Disclosing Party.
3. **Term**: This Agreement shall commence on the date first above written and shall remain in effect for a period of [number] years from the date of disclosure.
4. **Governing Law**: This Agreement shall be governed by the laws of the State of [State].
IN WITNESS WHEREOF, the parties hereto have executed this Nondisclosure Agreement as of the date first above written.
[Startup Name]
By: __________________________
Name: [Name]
Title: [Title]
[Partner Name]
By: __________________________
Name: [Name]
Title: [Title]
Notes: The NDA can also define specific exclusions from confidentiality, such as information already in the public domain or independently developed by the Receiving Party.