Adam Frankel
General Counsel · Technology & AI
15+ years as General Counsel to technology, cloud & AI companies
NDA Short Individual or Corporate
337-37Updated 17 Oct 2025
This Confidentiality Agreement, also known as a Non-Disclosure Agreement (NDA), is designed for parties considering a potential relationship or transaction. It outlines the terms under which confidential information will be exchanged and protected, ensuring that proprietary data is not disclosed or misused. The agreement specifies what constitutes confidential information and the obligations of the receiving party.
CONFIDENTIALITY AGREEMENT
This Confidentiality Agreement (this "Agreement") is made and entered into as of _______________ by and between [Company Name] ("[AKA]") and ____ _________ residing at ______________________ (the "Company" or the "Individual"). [AKA] and the Company or the Individual are considering a potential relationship or transaction whereby the parties will be exchanging information in order to evaluate such relationship or transaction. As a condition to the exchange of such confidential information, the parties hereby agree as follows:
For purposes of this Agreement, "Confidential Information" shall mean information or material proprietary to the party disclosing such information ("Disclosing Party") or designated as Confidential Information by the Disclosing Party which the party receiving such information ("Receiving Party") may obtain knowledge of or access to as a result of the disclosure pursuant to this Agreement. This Confidential Information includes, but is not limited to, confidential history and background, financial information, forecasts, business plans, marketing information and development plans, customer names, and any other information that the party disclosing may identify as such either in writing or orally. The Disclosing Party shall use its reasonable best efforts to reduce Confidential Information to written form and formally designate the material as Confidential Information.
Confidential Information shall not include information which: (i) has been published or disseminated without obligation or confidence or which otherwise is or becomes part of the public domain; (ii) is required to be disclosed by law or by order of any court or is authorized by the Disclosing Party, in writing, to be disclosed; (iii) was or is disclosed to the Receiving Party as a matter of right by a person or entity not a party to this Agreement or a beneficiary thereof; or (iv) was already known to the Receiving Party at the time of disclosure as evidenced by written documents or records.
The Parties agree to accept the Confidential Information received by each in confidence, and further agree that the Confidential Information belongs exclusively to the Disclosing Party and that the Receiving Party will not acquire any rights to use the Confidential Information of the Disclosing Party for its own benefit, the benefit of a third party, or for any purpose other than that as noted by the Disclosing Party.
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HTML document. Document created on Tue Jul 15th, 2025. Last updated on Fri Oct 17th, 2025.
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