Non-disclosure agreement (NDA)
The non-disclosure agreement, or NDA, is the contract by which one or more parties undertake not to disclose the sensitive information they share with one another. It is essential before opening discussions with a partner, a service provider, an investor or a future employee: it secures the sharing of strategic data (know-how, figures, projects, code, client files). A good NDA precisely defines what is confidential, what the recipient may do with it, and how long the commitment lasts. This form is completed in English, but the document is generated in French, ready to sign and use in France.
Note: the questionnaire is in English; the generated document is in French.
First party
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Frequently asked questions
Does an NDA have real legal force?
Yes. It is a contract that legally binds the parties. In the event of a wrongful disclosure, the injured party can invoke the contractual liability of the author and claim damages, on the basis of article 1231-1 of the Code civil.
Unilateral or mutual?
An NDA can be unilateral (only one party discloses information) or mutual (both parties exchange sensitive information). This template is drafted on a mutual basis, which suits the majority of negotiations between companies.
Which duration should I choose?
Confidentiality applies during the relationship and generally continues afterwards. A duration of 2 to 5 years after the end of the exchanges is common; for major trade secrets, a longer duration can be provided for as long as the information has not become public.
What does an NDA not cover?
Information that is already public, that was already known to the recipient before the agreement, that was lawfully obtained from a third party, or whose disclosure is required by law or by an authority. These exclusions are set out in the template.
Other templates
See all →Demarches-Simplifiees.co — Demarches-Simplifiees.co is an independent service. This template is provided for information only and does not constitute personalised legal advice. Documents are issued in French.