Draft Non-disclosure agreement


Note: This Non-Disclosure Agreement is a draft provided for your information only and may not be relied upon as legal advice.  This agreement might not be appropriate for your requirements. Electronics15 makes no warranty about the suitability of this sample agreement and accepts no liability arising out of the use of this agreement.  Please consult your legal or business consultant for further information or advice.

No………………………………………………………………       Dated……………………………………

This Non-disclosure Agreement is made effective of ______________

(effective date), by and between ________________________________

(Electronics15), of ________________, ___________________,

____________________, and _________________________(Name of our customer), of _____________________, ______________________,

______________________. Electronics15 agrees the confidential material and information which may be disclosed between Electronics15 and ________________________________________.

Therefore both the parties agree on the following terms:

  1. CONFIDENTIAL INFORMATION: The term “Confidential Information” means any information or material which is proprietary to the owner, whether or not owned or developed by the owner, which is not generally known other than by the owner, and which Electronics15 may obtain through direct or indirect contact with the owner. Regardless of whether specifically identified as confidential or proprietary, confidential information shall include any information provided by the owner concerning the business, technology and information of the owner and any third party with which the owner deals, including, without limitation, business records and plans, trade secrets, technical data, product ideas, contacts, financial information, pricing structure, discounts, computer programs or listings, source code and / or object code, copyrights and intellectual property, inventions, sales leads, strategic alliances, partners, and customer and client lists. The nature of information and the manner of disclosure are such that a reasonable person would understand it to be confidential.
  1. “Confidential Information” does not include:
  • matters of public knowledge that result from disclosure by the owner;
  • information rightfully received by Electronics15;

  • information individually developed by Electronics15;

  • information disclosed by Electronics15 with the prior written consent of the owner;

  • and any other information that both party agree in writing is not confidential.


Electronics15 understands and acknowledges that the Confidential information has been developed or obtained by the owner by the investment of significant time, effort and expense, and that the Confidential Information is a valuable, special and unique asset of the owner with a significant competitive advantage, and needs to be protected from improper disclosure. In consideration for the receipt by Electronics15 of the Confidential Information, Electronics15 agrees as follows:

  1. No Disclosure. Electronics15 will hold the Confidential Information in confidence and full faith bestowed by the owner.

End Note: This document is a Draft “NON DISCLOSURE AGREEMENT” prepared by Electronics15. The final “NON DISCLOSURE AGREEMENT” will be prepared by Electronics15 and sent to the customer within 48 hours of receipt of final order with advance.