Non-disclosure Agreement Law and Legal Definition

Non-disclosure agreement is a legally binding contract between two or more persons, in which a person or business promises to treat specific information as a trade secret and not disclose it to others without proper authorization. Usually, non-disclosure agreements are used when a business discloses a trade secret to another person or business for such purposes as development, marketing, evaluation or securing financial backing. Information known to the parties with regard to their transactions should not be disclosed to a third party.

Although non-disclosure agreements are generally in the form of written contracts, they may also be implied if the context of a business relationship suggests that the parties intended to make such an agreement. A non-disclosure agreement is also known as a confidentiality agreement, confidential disclosure agreement, proprietary information agreement, or secrecy agreement.