Azure Brio Associates

Non-Disclosure Agreements (NDAs)

If you are disclosing confidential business information such as intellectual property or private financial data, it is important to have a way to address any misuse of that information. One effective solution is to use a confidentiality agreement, also called a non-disclosure agreement. This legal document helps discourage unauthorized use of confidential information by others and provides legal recourse if confidential information is made public by the agreement’s signatories. If you need assistance in creating a confidentiality agreement to protect your business, you can seek legal advice from Azure Brio Associates’ non-disclosure agreement lawyers through a consultation.

Understanding Non-Disclosure Agreements (NDAs): What They Are and How They Work”

A non-disclosure agreement (NDA) is a legal agreement that ensures certain information will be kept confidential. This means that anyone who signs an NDA is obligated to keep the information in the contract private and cannot discuss it with unauthorized individuals. NDAs are commonly used to safeguard trade secrets, client data, and other sensitive or valuable information. Breaching an NDA by sharing confidential information can result in legal action. The duration of an NDA can be indefinite or specified in a clause. In some cases, such as the South Dakota case of 1st American Systems, Inc. v. Rezatto, NDAs are enforced only to the extent necessary to protect the interests of the employer.

Key Provisions of Non-Disclosure Agreements (NDAs)

Definition of “Confidential” and “Proprietary” Information:

An NDA should clearly define what information is considered confidential and proprietary in order to effectively protect it from disclosure.


NDAs typically include a specified period during which disclosure of confidential information is prohibited. This is important because a restriction with an indefinite term may not be enforceable.


NDAs often include a list of circumstances where disclosure is not prohibited. This can include situations where the recipient already knew the information before the NDA was executed, where the information is already publicly known, or where it was disclosed by a third-party who had the right to do so. It may also include information that becomes publicly known after the NDA is executed through no breach of the recipient.

Protect Your Confidential Information Today: Contact us to Draft Your Non-Disclosure Agreement (NDA)

At Azure Brio Associates, our experienced contract attorneys can draft a custom Non-Disclosure Agreement (NDA) that aligns with your business’s unique requirements. We understand the importance of clearly defining confidential information to reduce the chances of unauthorized disclosure and enhance your chances of success in court, should such a breach occur. If you’re interested in scheduling a consultation with one of our business lawyers Call us a+ 1 (443) 686 8365, + 57 (315) 359-6683, email

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