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NDAs 101

  • Writer: Staff
    Staff
  • Jul 19, 2025
  • 4 min read


This publication is designed to be educational and provide insightful information on the subject matter covered. The information is not to be replaced with academic or legal services. The content in this article is intended to be used as an adjunct to education and professional development programs delivered by professionals. The author and publisher are in no way liable for any misuse of the material.


Table Of Contents


What Is An NDA

Non-disclosure agreements (NDAs), also known as confidentiality agreements, are legally binding contracts between multiple parties that outline the parameters regarding confidential information, materials, knowledge, and the nature of a confidential relationship.


Common Types Of NDAs


  • Unilateral NDA: Involves two parties where only one party anticipates disclosing information to the other and requires that the information be protected from further disclosure.

  • Bilateral NDA: Also known as a mutual NDA, it involves two parties where both anticipate disclosing information to each other that each intends to protect from further disclosure.

  • Multilateral NDA: Involves three or more parties where at least one party anticipates disclosing information to the other parties and requires that the information be kept confidential.


Using NDAs

The purpose of a mutual NDA is to protect proprietary or sensitive information shared between two parties, such as trade secrets, business plans, or financial information. NDAs are commonly used when between parties when exploring or engaging in business. A great example would be using an NDA before conducting a discovery call about a potential project.


Things To Consider

The details of NDAs vary based on the issuing party and the content of the circumstance. NDAs typically include the following:


  • Definition of confidential information: The NDA should clearly define what is considered confidential information, including specific types of information, such as trade secrets or financial data, or a general description of the information being protected.


  • Duration: The NDA should specify how long the obligation to maintain confidentiality will last. It can be for a fixed period of time or indefinitely.


  • Exclusions from confidentiality: The NDA should specify any exceptions to the obligation of confidentiality, such as information that is already known to the recipient, or information that is independently developed by the recipient without using the confidential information.


  • Permitted use of confidential information: The NDA should specify the permitted uses of the confidential information by the recipient. For example, the information may only be used for a specific purpose, such as evaluating a potential business relationship.


  • Obligations of the recipient: The NDA should outline the obligations of the recipient, including the requirement to maintain the confidentiality of the information and to use reasonable care in protecting it.


  • Remedies for breach: The NDA should specify the consequences of a breach of the agreement, including the right to seek injunctive relief and/or damages.


  • Governing law: The NDA should specify which law will govern the agreement, including the jurisdiction in which any disputes will be resolved.


Lessons Learned

See below for some lessons learned as it relates to Non-disclosure Agreements. Plese note the following are based on unique experiences. Do what works best for you and your situation:


  • Be sure to fully read and understand the parameters of any NDA. The clauses within can largely impact your ability to highlight your work after you complete the project.

  • Consider the nature of the NDA such as independent contractors versus employee. This will likely impact when and how a confidentiality agreement is implemented.

  • When in doubt, put an NDA in place and the sooner the better.

  • Be sure to consider the type of NDA that your are entering. You may want to frame it in a way that protects your party, especially if you will be disclosing certain materials and information that is of high value from engaging in the opportunity (mutual NDAs are good for this).

  • Ensure the duration of the NDA meets your needs. This can easily be brushed over, but can have major impact down the road.


Closing

It's important to note that every NDA is unique and the specific terms and provisions included may vary depending on the nature of the confidential information being protected and the circumstances of the parties involved. It's always a good idea to have an attorney review any NDA before it's signed to ensure that it meets your needs and complies with applicable laws.



Level Up Development

Level Up Development is the professional development division of Level Up Solutions, equipping young professionals with the information, relationships, and experience they need to navigate their journey. LUD is on a mission to bring innovation and accessibility to professional development.


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