The OlyverApp Blog
When to Use Nondisclosure Agreements
Nondisclosure Agreements protect trade secrets and other confidential information that you don't want publicly available. However, you don't need one for every occasion or conversation. Below are examples of situations where you should and shouldn't use an NDA.
| Use an NDA | Don't Use an NDA |
|---|---|
| To protect trade secrets, i.e., any intellectual property you can't trademark, copyright, or patent. There are two keys to protecting trade secrets: (i) Keep the secret and (ii) have lots of evidence (like NDAs) showing all the effort your company put into to maintaining secrecy. | At Uncle Jim's funeral . . . you're not talking business at a solemn family gathering, are you? Besides, you don't have to worry about Uncle Jim flapping his gums any more, do you? |
| When potential investors do their due diligence. You've got to open your books and records so investors can decide whether to fund the venture. They get to see EVERYTHING, so make sure they execute an NDA that keeps them from either sharing or using your confidential information. | Before sex. If it's that small . . . word's going to get out. |
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