Non-disclosure agreements or NDAs are one of those things that sooner or later you are going to be called upon to sign, or that you might want to get signed. With NDAs being a form of contract there is always a bit of you that feels you need to call in the lawyers. On the other hand, you know that lawyers are expensive and if you type “NDA” into Google a few free options pop up. What should you do?
Here, we set out some of the basics of NDAs and provide you with a free version that you can use. Yes, you heard that right, free. Why? Well, we want you to pick up the phone to us for the stuff that really does require a lawyer, rather than be put off by expensive bills for things that you need not have spent a lot of money on.
free non-disclosure agreement.
One of our clients, felloh!, knowing that we think differently, asked us to come up with a free version NDA that they could send to their clients. We thought this was a great idea and drafted something that would work.
what is a non-disclosure agreement?
The concept of a non-disclosure agreement is simple enough. You might need to enter into an arrangement with a third party which is going to require that you share confidential information between you. You are happy to share that information in the context of those conversations but you don’t want that information being used for other things. A non-disclosure agreement grants you that protection.
when might I need a non-disclosure agreement?
Any time that you are providing a third party with confidential information you should think about getting them to first sign an NDA. Some common examples:
- In the context of financing, where the person providing the cash is likely to want to find out whether you are a safe bet
- Where someone is investing in you and wants to find out if the investment is a sound one
- Where you are acting as a consultant and in order to carry out your assignment you need to find out more about the company
- Where you are negotiating with a supplier of goods who might need access to information on how you intend to use the goods
do I need a lawyer for a non-disclosure agreement?
Many non-disclosure agreements are drafted in such a way that they can be picked up and used in a multitude of scenarios. They will set out what can and can’t be done with the confidential information, they will set out what needs to happen at the end of the project which is driving the disclosure, and they will say what will happen in the event of a breach.
More often than not, you might be able to read through the NDA, make sense of it and get it signed without the need for a lawyer. You might see the NDA as “low risk”. The person who you are disclosing to is likely to have other drivers to keep quiet, for example, an organization that provides financing for a living will constantly receive confidential information and they are likely to find themselves without a business if they go around sharing business secrets. Also, most businesses understand what is confidential and know that they should be discrete.
However, despite all of this pointing to the fact that lawyers can be cut out of this particular negotiation, there are some occasions where you might want to use a lawyer, and remember that NDAs exist because, despite people knowing they should keep quiet, that isn’t always the case!
when might I think about calling a lawyer?
Below are some examples of when you might want to think about calling a lawyer:
- Where you want to be really clear about what is confidential. Whilst some things will clearly fall within a definition of confidential, there are other things that might be open to interpretation. If you are unsure then a lawyer can help you.
- Where it appears that you are being asked to sign something that is one-sided and you want to push back.
- Where you have a niggling feeling that something isn’t quite right (we know that this one isn’t very specific, but your lawyer will have seen hundreds, if not thousands, of NDAs over the course of their career, and they should be able to quickly tell you if something isn’t quite right).
our freebie non-disclosure agreement.
felloh! has agreed that the more people that have access to our NDA the better.
Some things to think about:
- We haven’t defined what confidential information is. If you want to make sure something specific is included you will need to say so.
- We haven’t said what the project is. If it is unclear, or you have several projects going on with the other party, you might need to be more specific here too.
non-disclosure agreement advice.
If you want to find out how we do law differently and have a question about your NDAs, pick up the phone. The chances are that we will be able to help you without charging you, and we can help point you in the right direction with your NDA, so you can get down to business.