Non-disclosure Agreement Sample For Due Diligence In Minnesota

State:
Multi-State
Control #:
US-00457
Format:
Word; 
Rich Text
Instant download

Description

The Non-disclosure agreement sample for due diligence in Minnesota is designed to protect sensitive information shared between a contractor and a company during negotiations for a potential transaction. Key features include the definition of 'Evaluation Material,' which encompasses all confidential information provided, and stipulations on maintaining confidentiality and permissible disclosures. The form outlines that information may only be disclosed to personnel who need to know for evaluation purposes, with further exceptions for legal requirements or written consent from the company. It's important to note that any breach of this agreement could lead to irreparable harm, justifying the company's entitlement to seek an injunction. Additionally, the agreement specifies a 12-month obligation period for confidentiality and allows for the return of materials once discussions conclude. This form is particularly useful for attorneys, partners, owners, associates, paralegals, and legal assistants, as it helps establish clear terms in client transactions and safeguards proprietary information. By utilizing this sample, parties can ensure legal protections are in place and create a framework for handling confidential information during due diligence, ultimately fostering trust and cooperation.
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FAQ

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.

The primary purpose of an NDA is to ensure that proprietary information exchanged during the M&A due diligence process, such as financial information, business strategies, and customer, supplier and employee lists, remains confidential and is not disclosed to third parties.

The key elements of Non-Disclosure Agreements: Identification of the parties. Definition of what is deemed to be confidential. The scope of the confidentiality obligation by the receiving party. The exclusions from confidential treatment. The term of the agreement.

I hereby undertake to treat as confidential all and any information that I receive while participating in the work of evaluating project proposals, to use this information solely for the purpose of evaluation of the proposals, not to disclose it to any third party and not to make it publicly available or accessible ...

If you need an NDA, looking at templates online isn't a bad place to start, but ideally you should work with a lawyer who can write a simple NDA for you or tweak the one you have. You may be able to find someone in your community who can do it for a few hundred bucks.

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.

Both parties must enter into the NDA voluntarily and with a clear understanding of its terms. If there was coercion or deception involved, the agreement may not be valid.

Indeed, the potential client may well get you to sign an NDA yourself, to protect any business secrets they indulge during your pitch. So by presenting them with an NDA of your own, and making a strong case for them to sign it, you're actually conveying your seriousness and raising your authority overall.

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Non-disclosure Agreement Sample For Due Diligence In Minnesota