What information should be marked as confidential in an NDA?

Guide to some of the main clauses that should be included in a confidentiality or non disclosure agreement

This is often a matter of debate between the two parties, as the discloser would like the agreement to be more comprehensive than the receiver. However, if the discloser makes too much information confidential there is the danger that the court will not uphold the NDA because of vagueness.

Documents that should always be marked as confidential include:

  • Current business plans
  • Current profit forecasts
  • Ideas for patent applications

There is some information that cannot be treated as confidential:

  • Information that is public knowledge
  • Information the disclosing party has not always treated as confidential
  • Information that is only of minimal use
  • Information that the receivers already have

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The information on this page applies to England and Wales only.

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