Discloser - OneNDA Provision

NDA Anatomy™ JC’s guide to non-standard confidentiality agreements. For the OneNDA, see the OneNDA Anatomy →Go uptown The OneNDA clause Confidential Information means information that is disclosed: by a party to this Agreement (the Discloser) or on the Discloser’s behalf by its authorised representatives or its Affiliates, to the other party to this Agreement (the Receiver), and in connection with the Purpose. view template Resources: Confidentiality agreement | Confi — Led Zeppelin style | GDPR | Copyright vs. confidence | OneNDA | Common terms | Certification | Confidential information | Confidentiality obligation | Derived information | Disclosed information | Discloser | Exclusivity | Indemnity | No licence | Non-solicitation | Permitted disclosees | Permitted disclosures | Procure compliance | Purpose | Receiver | Remedies | Reps and warranties | Return of information | Term of confidentiality | Index: Click ᐅ to expand: Confidentiality OneNDA Tell me more Sign up for our newsletter — or just get in touch: for ½ a weekly 🍺 you get to consult JC. Ask about it here.

The fellow, in a confidentiality agreement, who is spilling his secrets, as opposed to the receiving party who is the one being let in on them.

A confidentiality arrangement is notionally an asymmetrical one, which will prompt fears in the brow of the diligent legal eagle confronted with such a tract — should she be acting for a receiving party, at any rate — that it is therefore somehow one-sided, rigged in favour of the disclosing party. A neat negotiation hack to dissuade this kind of thinking is to make the confidentiality agreement mutual even when, in point of actual fact, the parties only really anticipate the flow of confidential information going one way. It is a small and patently fatuous thing, but it does seem to work.

That said, we would favour some accommodation being made in the OneNDA form for a unilateral confidentiality agreement, where only one side gives and only one side receives: that will be the general run of these arrangements (at least insofar as onboarding and KYC is concerned). It would be a super thing to be able to drawdown your OneNDA form, mark it “one-way”, sign it, send it, and be in business without even having to wait for a reply.

Put it on the wishlist.

See also

• Negotiation hacks