Typically, a legal professional writing the NDA will complete these steps: Step 1 - Describe the scope. Which information is considered confidential? ... Step 2 - Detail party obligations. Step 3 - Note potential exclusions. Step 4 - Set the term. Step 5 - Spell out consequences.
Five other key features must be included in your NDA to ensure it's legally binding, including a description of confidential information, obligations of the parties involved, any exclusions, the term of the agreement and consequences of a breach.
Additionally, Arizona courts have held that for an NDA to be enforceable, it must be reasonable in terms of geographic scope and duration. This means the agreement should not unduly restrict an individual's ability to work or conduct business in the region.
You do not need a lawyer to create and sign a non-disclosure agreement. However, if the information you are trying to protect is important enough to warrant an NDA, you may want to have the document reviewed by someone with legal expertise.
An NDA does not necessarily need to be notarized to be valid. The key elements for its validity are mutual agreement, clearly defined terms, and exchange of consideration (which can be the mutual exchange of information).
20 CFR § 603.5 - What are the exceptions to the confidentiality requirement? (a) Public domain information. (b) UC appeals records. (c) Individual or employer. (d) Informed consent. (1) Agent—to one who acts for or in the place of an individual or an employer by the authority of that individual or employer if—
Most NDAs define a specific duration for keeping information confidential, often a set number of years. Agreements with indefinite terms typically specify when protections cease. NDAs usually last between one and five years, but this can vary based on the transaction or market conditions.
To get out of an NDA, you have to be sure that it is legally binding. For example, you cannot be liable for an NDA that covers up illegal activity by the issuer. A lawyer can help you assess your risks and determine how you should move forward.
Generally, NDAs will be enforced by a court, but some statutes and public policy may prevent the enforcement of an NDA. For example, many NDAs will be voided or partially so regarding criminal acts. Often NDAs may be unenforceable unless certain procedural requirements are met.
An NDA could be unenforceable if it is too broad, is not for a defined time period, covers information that is not confidential, or asks for illegal conduct.