A confidentiality agreement, also known as a nondisclosure agreement, is a contract or part of a contract that contains a promise by someone not to disclose certain information. This can include trade secrets, client lists and other data that should not be made available to others.
These types of agreements are commonly used in business for employment contracts, independent contractor agreements, and when entering into negotiations to buy or sell a business…and even for joint ventures, franchising, and licensing deals.
A confidentiality agreement will not prevent a dishonest person from disclosing information. However, a properly drafted agreement can encourage the person who signs it to do the right thing and provide for damages if the information is leaked.