August 30, 2022 In Corporate and Commercial Law



A Non Disclosure Agreement, also generally called  ‘Confidentiality Agreement’, is an agreement wherein the parties agree to share the confidential information/data which is specified in the ‘Confidentiality Clause’ of the Non-Disclosure Agreement. The parties to the Non-Disclosure Agreement also agree not to disclose such information to the third party beyond the terms of the agreement


A Non Disclosure Agreement is governed by the Indian Contract Act, 1872 and according to it, a Non-Disclosure Agreement (NDA) is a legally binding contract. To ensure the further validity and enforceability of the Non-Disclosure Agreement, it is suggested to stamp the NDA.


  • Confidential Agreement (CA)
  • Confidential Disclosure Agreement (CDA)
  • Secrecy Agreement (SA)
  • Proprietary Information Agreement (PIA)



One of the main reasons why NDA is signed is an image. There are plenty of companies that are reluctant to admit to their customers and stakeholders that they had to use somebody’s help in creating a product. Indeed, almost any big company you know outsources these or those services, but only a few of those are ready to speak about it in public.

Besides, if there will be any negative publicity associated with your contractor, it would never influence your image, since your cooperation will never go public.

On the other hand, if your business is not connected with software development, there is nothing for you to worry about in any of these cases.


One more good reason to sign an NDA is to provide total security for the data you provide to the contractor. Though the majority of outsourcers would have never used it anyway, in case the data are extremely important for your business, e.g. price strategy, financial reports, it is better to go and protect yourself and sleep tight.


Not so explicit advantage of nobody knowing who developed your product for you is technical security. It is quite evident that the same developer uses a common approach to all products he develops. I.e. if one of those will be hacked, IT criminals might find a way to hack all products developed by that developer.

But if you signed an NDA, they will never know about you and your little product.


An NDA is typically put to use any time that confidential information is disclosed to potential investors, creditors, employees, advisors, clients, or suppliers—or any other stakeholders that need access to the company’s confidential information.

Having confidentiality in writing and signed by all parties can lend trust to these sorts of negotiations and deter theft of intellectual property. The exact nature of the confidential information will be spelt out in the non-disclosure agreement. Some NDAs will bind a person to secrecy for an indefinite period so that at no point in time can the signer divulge the confidential information contained in the agreement. Without such a signed agreement, any information disclosed in trust can be used for malicious purposes or be made public accidentally


There are various events or circumstances under which an NDA shall be entered into and signed. A few of them are as follows:

  •  into a business deal,
  • While taking expert’s advice on a new product,
  • while starting a new project,
  • while investigating a possibility of investment with another party,
  • while providing employment,
  • while signing a contract worker for a sensitive project,
  • while dealing with sensitive client information,
  • while discussing commercially sensitive information with another party, etc.


As now people are getting more about entrepreneurship ideas and indulging in more innovative ideas In these kinds of situations NDA can be very full for new emerging business groups. As NDP protects the idea from being disseminated. Confer their rights and ideas to limited people and companies and build trust between people. Give a clear vision of what is confidential as the clauses are mentioned in NAD is expressed without any ambiguity. It’s a clever step to bind parties legally and as penalties are mentioned in the agreement the breaches or infringements are accordingly dealt with. The dispute can be referred to the Arbitrator or even taken to the court if the level of violation demands. It’s up to the parties of the agreement where they want to take them ahead.

Siddharth jain and Co.

Siddharth Jain & Co. is a full service law firm providing quality and innovative legal solutions to clients all over the world. Our portfolio of legal and quasi-legal services is offered through our head office in New Delhi. Siddharth Jain & Co. was established in 2015. We have a team of lawyers with expertise in different fields. Our expertise revolves around 39 service areas and we continue to enter into new markets continuously. We continue to join new prospects and new clients with us every passing day due to our commitment to quality-based services. Our idea of working involves strict adherence to specified goals and creative modes of achieving them. Siddharth Jain & Co. has always worked towards attaining excellence in every case or problem presented. We continue to strive to become the leader in providing legal services in the country and abroad. Our clientele includes clients from all over the world. With several awards in our profile, we proudly continue to move forward. We are always ready and prepared to welcome and embrace any new challenge. We have worked with and for government agencies. We have worked in rural areas beyond any reach of technology. We have worked with clients alien to law whatsoever. But we have always maintained our prime goal and target of client satisfaction and would continue to go so in future.

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