One of the most common agreements entered into by an emerging company is the confidentiality agreement, also known as a non-disclosure agreement (“NDA”).  You are likely to routinely be involved in discussions with third parties about possible collaboration or partnering, and in these situations it is customary (and recommended) to enter into an NDA before proceeding with substantive discussions involving the disclosure of confidential information.  Whenever possible, you should try to use your own form of NDA which has been provided by your attorney.  However, as a startup you are likely to often be in the position of reviewing the other party’s form NDA, and if you are dealing with a much larger company, you may not have much, if any, negotiating leverage.  In an effort to help you help yourself, this blog post focuses on ten key issues to consider when reviewing another party’s form NDA.
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