Delaware Non-Disclosure Agreement (NDA) Template
For two businesses, or a business and a consultant, investor or prospective buyer, about to share financial, technical or customer information for a defined purpose. This edition of the form is completed for Delaware: the governing statute, filing office and document names below are already typed in, and the clauses Delaware law treats differently from the state-neutral version have been adjusted.
Buy and download
What the Delaware edition already fills in
Governing law line on the cover: Delaware — Delaware Uniform Trade Secrets Act, 6 Del. C. § 2001 et seq. and the federal Defend Trade Secrets Act.
| Item | Delaware |
|---|---|
| Trade secrets statute | Delaware Uniform Trade Secrets Act, 6 Del. C. § 2001 et seq. |
| Non-compete covenants | Enforceable if reasonable — common law. Enforceable if reasonable; Chancery Court scrutinizes overbreadth and will not blue-pencil overbroad covenants. |
What is inside
- Confidentiality Agreement: Key Terms table (mutual or one-way, purpose, disclosure and confidentiality periods, optional non-solicitation) + 7 articles — what is confidential, obligations, return or destruction, trade secrets, no obligation to proceed, remedies including injunction, general
- Instruction Sheet: mutual vs one-way, what counts as confidential, who may see it, remedies, after-signing practice (marking, log), when the form is not enough
How it works
- Buy and download the zip (Word .docx files).
- Open the Instruction Sheet; it explains every field in plain language.
- Open the Delaware edition and replace each yellow [BRACKETED FIELD].
- Delete the cover page, print or sign electronically, keep the signed original with your records.
Questions
Is this non-disclosure agreement (nda) valid in Delaware?
Yes. The Delaware edition is the state-neutral form with the Delaware statute, filing office and document names typed in, and the clauses Delaware treats differently adjusted. It is a template you complete yourself; have an attorney licensed in Delaware review it if your situation is unusual.
What file do I get?
A zip with the Delaware edition and all other 50 state editions, each as Word (.docx) files in English and Spanish, plus the Instruction Sheet. Open in Microsoft Word, Google Docs or LibreOffice.
How do I complete it?
Open the Instruction Sheet first. Replace each yellow [BRACKETED FIELD] with your information, delete the options you do not use, delete the cover page, then print or e-sign.
Do I need a notary or a lawyer?
The Instruction Sheet says when a signature needs a notary and lists the situations where the form is not enough and an attorney should review it.
Other Delaware templates
- Delaware Single-Member LLC Operating Agreement
- Delaware Multi-Member LLC Operating Agreement
- Delaware LLC Resolutions and Written Consents Pack
- Delaware LLC Membership Interest Purchase Agreement (Member Buyout)
- Delaware LLC Dissolution and Winding-Up Kit
- Delaware Corporate Bylaws and Organizational Consents
- Delaware Corporate Resolutions and Secretary's Certificates Pack
- Delaware Independent Contractor Agreement
- Delaware Services Agreement (Provider-Side)
- Delaware Promissory Note with Optional Guaranty
- Delaware Commercial Lease Agreement
- Delaware Employment Offer Letter + Employee Confidentiality Agreement
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