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Non-Disclosure Agreement
I need a non-disclosure agreement to protect confidential information shared between two parties during a potential business collaboration, with a duration of 2 years and clear definitions of what constitutes confidential information.
What is a Non-Disclosure Agreement?
A Non-Disclosure Agreement is a legally binding contract that protects sensitive business information from being shared with others. In Singapore, companies commonly use these agreements when discussing trade secrets, business strategies, or upcoming products with employees, partners, or vendors.
Under Singapore's contract laws, NDAs create clear obligations to keep specific information confidential. They spell out what needs to stay private, how long the secrecy must last, and what happens if someone breaks the agreement. Courts here actively enforce these contracts, making them essential tools for safeguarding valuable company information, especially during business deals, employment, or collaborative projects.
When should you use a Non-Disclosure Agreement?
Use a Non-Disclosure Agreement before sharing sensitive business information with anyone outside your core team. This includes discussing potential partnerships, hiring new employees, pitching to investors, or working with contractors in Singapore's competitive business landscape. The agreement becomes especially important when sharing trade secrets, customer data, or proprietary technology.
Strategic timing matters - have the NDA signed before any detailed business discussions begin. Key moments include merger talks, product development meetings, outsourcing negotiations, and employee onboarding. Singapore courts actively protect confidential information, making these agreements valuable shields against unauthorized disclosure and misuse of your company's valuable data.
What are the different types of Non-Disclosure Agreement?
- Employee Confidentiality Agreement: Specifically designed for protecting company secrets during employment relationships, with clauses covering post-employment obligations.
- Client Confidentiality Agreement: Tailored for client relationships, focusing on protecting sensitive client information during service delivery.
- Simple Non Disclosure Agreement: A streamlined version for basic confidentiality needs, ideal for straightforward business discussions.
- Non Disclosure Agreement Form: Comprehensive template with customizable sections for complex business relationships.
- Simple Confidentiality Agreement: Brief, clear format perfect for one-time meetings or short-term partnerships.
Who should typically use a Non-Disclosure Agreement?
- Business Owners & Entrepreneurs: Initiate Non-Disclosure Agreements to protect company secrets, intellectual property, and business strategies during negotiations or partnerships.
- HR Managers: Handle NDAs for new hires and departing employees, ensuring company information stays protected throughout employment cycles.
- Legal Counsel: Draft, review, and customize agreements to comply with Singapore's legal requirements and enforce confidentiality breaches.
- Investors & VCs: Sign NDAs before reviewing sensitive financial data or business plans during due diligence.
- Contractors & Consultants: Agree to protect client information while providing professional services or accessing internal systems.
How do you write a Non-Disclosure Agreement?
- Identify Parties: List full legal names and addresses of all individuals or companies who will sign the Non-Disclosure Agreement.
- Define Scope: Clearly outline what information needs protection - trade secrets, customer data, business plans, or technical details.
- Set Duration: Determine how long confidentiality obligations will last after sharing information or ending business relationships.
- Specify Permissions: List allowed uses of confidential information and who can access it within each organization.
- Add Safeguards: Include practical steps for protecting information and consequences for breaches under Singapore law.
- Review Format: Use our platform's template to ensure all essential legal elements are included and properly structured.
What should be included in a Non-Disclosure Agreement?
- Party Details: Full legal names, addresses, and registration numbers of all parties involved in the Non-Disclosure Agreement.
- Confidential Information: Clear definition of what constitutes protected information, including examples and exclusions.
- Obligations: Specific duties to maintain confidentiality and permitted uses of the information.
- Duration: Clear timeframe for confidentiality obligations under Singapore law.
- Return/Destruction: Requirements for handling confidential materials after agreement ends.
- Governing Law: Statement specifying Singapore law and jurisdiction.
- Remedies: Consequences and legal actions available for breaches.
- Signature Block: Space for dated signatures, company stamps, and witness details.
What's the difference between a Non-Disclosure Agreement and a Non-Compete Agreement?
While Non-Disclosure Agreements focus on protecting confidential information, a Non-Compete Agreement serves a different but related purpose in Singapore's business landscape. Understanding these distinctions helps you choose the right tool for your specific needs.
- Purpose and Scope: NDAs specifically protect confidential information from disclosure, while non-compete agreements prevent someone from competing with your business in a specific market or industry.
- Duration Impact: NDAs can last indefinitely for trade secrets, but non-compete agreements must have reasonable time limits under Singapore law to remain enforceable.
- Geographic Reach: NDAs apply regardless of location, while non-compete agreements must specify reasonable geographic boundaries.
- Enforcement Focus: NDAs target information sharing and misuse, while non-compete agreements prevent competitive business activities and customer solicitation.
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