New York Non-Disclosure Agreement (NDA) Template

In New York, an NDA protects business information and trade secrets when shared with vendors, possible partners, and others. Our template defines what remains confidential, how the parties can use confidential information, and outlines what happens if misuse occurs.

This NDA template covers business and partnership use cases in New York. For employment scenarios, use the Employee Non‑Disclosure Agreement template, which includes all the provisions needed for onboarding and compliant workplace disclosures.

Trade secrets in New York gain protection mainly based on the federal Defend Trade Secrets Act (DTSA). This makes a well-written NDA crucial for maintaining confidentiality. Courts check "reasonable measures" to keep information private. And even though New York State lacks specific trade secrets laws now, some laws do affect business NDAs here.

Statutes Impacting Business NDAs in New York

• New York General Obligations Law (GOL): This law sets the rules for contract details which affect NDAs and covers public policy limits.
• New York Uniform Electronic Transactions Act (UETA): Allows electronic signatures and records to be valid for NDAs done electronically. It supports e-sign workflows for business deals.

How you can customize your New York NDA template

A New York NDA helps protect trade secrets and confidential business data in the first place. When customizing the template:

• Focus on purpose limits and strict definitions and sensible safeguards.
• Consider a tailored duration and clear carve-outs for legal processes and whistleblowers.
• Include DTSA notice and avoid any overreach which might restrict competition or harm lawful employee rights.

Important Note

This New York Confidentiality and Non-Disclosure Agreement template is a legal document to be used in a generic New York business transaction. For issues involving complex transactions, regulated industries, or disputes, New York-licensed attorneys should be consulted.