AI NDA generator

Non-disclosure agreements explained

• What is a non-disclosure agreement?

  A non-disclosure agreement (NDA) is a legally binding contract establishing a confidential relationship between parties. It specifies what information is to be kept confidential and restricts how that information can be used.
  
  NDAs allow individuals and organizations to safely share sensitive information with legal protection against unauthorized disclosure. It essentially protects both parties by defining what kind of information cannot be shared and setting out the consequences if it is shared without authorization.
  
  NDAs can vary based on the relationship between the parties involved and the type of information being protected, but having a clear, well-crafted agreement is an important step in safeguarding sensitive information and intellectual property.
  
  Whether you're a startup protecting your business idea, an established company sharing trade secrets with a potential partner, or an employer safeguarding proprietary information, this document will be essential for maintaining confidentiality in business relationships.

• Is a confidentiality agreement and an NDA the same thing?

  Yes, confidentiality agreements and non-disclosure agreements (NDAs) are essentially the same thing. They are often used interchangeably, but that doesn’t mean there aren’t some small differences between the two terms.
  
  NDAs generally focus specifically on preventing the disclosure of confidential information to third parties.
  
  Confidentiality agreements sometimes have a slightly broader scope and can cover points like how confidential information should be handled or stored.
  
  But despite these differences, both types of document serve the same basic purpose: to legally protect sensitive information from unauthorized disclosure.

• Can I make my own NDA?

  Absolutely. Creating an NDA without specialized legal expertise is common and many businesses (especially smaller businesses like SMBs, startups, and freelancers) often draft their own confidentiality agreements.
  
  However, there are still important factors to consider when creating your NDA.
  
  First, be specific and clear about what information is considered confidential. Define the scope of protected information, exclusions, and the duration of confidentiality obligations. As with any kind of agreement, vague language can lead to disputes further down the line.
  
  Plus, remember that legal requirements vary across jurisdictions. Do your research and ensure your agreement complies with local laws regarding enforceability, reasonable time limitations, and legitimate business interests.
  
  Our AI-powered NDA generator can help you draft a tailored agreement that meets your specific needs. To get started, simply describe the type of NDA you need and work with our AI assistant to refine it by adding specific clauses, clarifying terms, and more.
  
  If you prefer to start with a template, try one of our free NDA templates and customize it as you need.

• What should an NDA contain?

  NDAs can be customized for specific situations, but they should always include these core elements:
  
  Parties involved: Clearly identify all parties bound by the agreement, including full legal names and contact information. For companies, specify whether the NDA also covers employees, contractors, affiliates, or subsidiaries. This section sets out exactly who is responsible for maintaining confidentiality.
  
  Definition of confidential information: An important one — define what constitutes confidential information under the agreement. This might include trade secrets, proprietary processes, customer lists, financial data, business strategies, or intellectual property. Being specific helps prevent disputes about what is and isn’t covered by the agreement.
  
  Exclusions from confidential information: Outline information that is not considered confidential, for example, information that’s already public knowledge or information the recipient already knew before disclosure.
  
  Obligations and restrictions: Detail the duties of the receiving party, including not disclosing information to third parties, only using information for purposes that have been specified in the agreement, and returning or destroying confidential materials when requested.
  
  Term and termination: Specify how long the terms of the confidentiality agreement remain in effect. This could be for a specific time period (for example, 2 years) or it could even be indefinitely for certain types of information (like trade secrets). If there are any conditions under which the agreement may be terminated, include those too.
  
  What happens if there is a breach: Outline the consequences if either party violates the agreement. This usually includes the right to seek monetary damages and other legal options.
  
  Legal elements: Include a governing law clause specifying which state’s or country's laws will apply to the agreement. Add provisions for how disputes will be resolved, such as through litigation, arbitration, or mediation. Finally, ensure there is space for all parties to sign and date the agreement, thereby making it legally binding.
  
  Tip: Our AI NDA generator is integrated with Lumin Sign so you can easily send your completed agreement to all parties for secure, legally binding eSignatures.

• Do I need a lawyer to draft my NDA?

  No, it's usually not necessary to hire a lawyer to create an NDA, particularly for standard confidentiality situations. Many businesses create effective NDAs using tools like our AI NDA generator.
  
  However, for complex situations involving highly valuable intellectual property, cross-border agreements, or industry-specific regulations, legal review would be a good idea.
  
  If you’re unsure, one option would be to generate an NDA using our AI assistant or a template as a foundation, then ask a lawyer to review. This approach will allow you to save time and money while still having the confidence of legal oversight for particularly sensitive matters.