NDA

Also called Non-disclosure agreement, Confidentiality agreement

A contract not to share information. Useful, routine, and frequently asked for at the wrong moment.

What it means

A non-disclosure agreement obliges the recipient to keep specified information confidential and to use it only for an agreed purpose. It can be one-way or mutual.

Key terms: what counts as confidential, what is excluded, how long the obligation lasts, and what the recipient may do with it.

Why it matters

It is the standard first document in a sale process, a partnership discussion or a technical collaboration, and it is genuinely important once real information is being exchanged.

It is also frequently misused. Asking a potential investor to sign one before a first conversation marks you as inexperienced — most institutional investors will decline as a matter of policy, and reasonably so.

What it looks like in practice

Mutual is normal between businesses of similar size. One-way is normal from a buyer to a seller in a sale process.

Watch the exclusions: information already known, already public, or independently developed is usually carved out, and that is fair.

Practical protection comes as much from what you disclose and when as from the document. Stage the information.

What to watch out for

Indefinite terms on ordinary commercial information, which are hard to enforce and easy to breach accidentally.

Assuming an NDA protects an idea. It protects information; it does not create ownership. That is what intellectual property rights do.

Where to get proper advice

A solicitor for a standard form you can reuse. After that most NDAs are a five-minute read against a checklist.