How to send an electronic nondisclosure agreement

Imagine you have an idea for a new app that could potentially make you a lot of money. You spent months brainstorming, and then you took time to chat with a developer to bring your idea to life. Weeks after your meeting, you happen to see an ad for an app that seems a little too similar to your idea. Though the developer may have seemed trustworthy at the time, you now realize that making him sign some sort of contract before the meeting could have protected your million-dollar idea.

Getting a signed nondisclosure agreement in place is an essential part of sharing confidential information with another party. Though it may seem intimidating, the good news is that there are ways to send this agreement electronically with an easy-to-use template from JotForm. First, let’s get into the basics of what a nondisclosure agreement is and when you might need to use one.

What is a nondisclosure agreement?

A nondisclosure agreement, commonly referred to as an NDA, is a legal contract that protects the confidentiality of knowledge shared between two or more parties. This can often include personal information, intellectual property (IP), or any other nonpublic information that someone would want to keep confidential.

You may elect to use an NDA before sharing

  • A business idea or invention
  • Personal information about your health or finances
  • Data related to your business and its performance
  • Creative work before it has a copyright

What is typically included in an NDA?

A nondisclosure agreement usually contains some variation of the following elements:

  • Names of involved parties. These are the names of the business or individual who possesses the information and the party or parties who are receiving it.
  • Definition. The contract must outline what exactly the agreement protects. Make sure to include as many details as possible. Even if it seems excessive at the time, it may protect you in the future. This section can sometimes be in a list format.
  • Scope of protection. What are the signing parties required to do to ensure that the information remains confidential? In this section, include any prohibited activity and specify any precautions required to ensure the information remains secure.
  • Exclusions from protection. Sometimes there are aspects of a project or idea that you may not need to protect under an NDA. For example, the signing parties or the public may already know some information. Another common exception includes forced disclosure through a legal process. 
  • Non-competition. You should include this section of the NDA if you’re concerned that relevant parties may work on projects that could compete with this one. If working with a competitor could impede the success of the ideas mentioned in the contract, you may want to prohibit this in the agreement.
  • Terms of agreement. What happens when you’ve ended the working relationship and the contract is no longer relevant? Here’s where you can include how long this agreement will be active and what the parties should do with the confidential documents after the contract expires.
  • Ownership and modifications. The NDA may include details concerning whether the agreement is transferable. This may be relevant if a business changes hands and you need to extend the contract to new parties. You can outline here whether you need to create a new agreement in this instance. It’s also important to outline the process for any requested changes to the agreement.

There may be other aspects of a nondisclosure agreement that are unique to your needs. It’s a good idea to consult a legal professional when drafting your NDA, especially if you’re an individual or a new business without a strong legal team. 

How do you send an NDA?

When you decide a nondisclosure agreement is necessary, you have several options about how to present the contract. Send the agreement to the involved parties in advance of discussing any details related to your project or idea. This might seem obvious, but if you’re excited to get started on a new project, you could neglect this important precaution. It can be tempting to give a client an overview of the project in an introductory email, but remember to keep details to a minimum until all parties involved sign the agreement.

In our digital world, there’s no need to mail the documents to the parties ahead of time. After all, nobody likes to clutter their office with paperwork, and electronic signatures are as legally binding as ink. To send an electronic nondisclosure agreement, just follow these easy steps.

First, If you’d like to create and send an NDA quickly, try JotForm’s nondisclosure agreement template.

  1. Click Use Template

2. Click Create a New Form to view and create your own NDA on PDF Editor

3. Use the PDF Editor to make any necessary changes to your contract. This includes adding the names and addresses of the signing parties at the top and bottom of the form and adding your specific terms and details within the body of the document.

4. After you’ve reviewed your contract and feel comfortable with the designated terms, it’s time to send it to the involved parties. You can easily share documents created with JotForm via assigning feature.

In order to assign the NDA to involved parties, open the form in Form Builder.

All of your documents save as secure PDFs, so you’ll have easy access to them when you’re ready to send them. And with JotForm’s e-signature widgets, you can collect signatures using DocuSign, Adobe Sign, and more. 

Once you’ve collected your signatures and all parties are bound to secrecy, you’re ready to start sharing your ideas. While not all written agreements are legally enforceable, they do set you up to handle disputes and set the terms of a working relationship. The ease of setting up your nondisclosure agreement electronically gives you no excuse to avoid this important business contract.

This article is originally published on Aug 19, 2020, and updated on Dec 10, 2020.
Justin started his career as a traditional business lawyer. Now, he’s all for digital transformation and bringing his practice up to pace. Making law paperless and a sustainable future are his dreams.

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