New York 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 New York: the governing statute, filing office and document names below are already typed in, and the clauses New York law treats differently from the state-neutral version have been adjusted.
Buy and download
What the New York edition already fills in
Governing law line on the cover: New York — New York common law of trade secrets and the federal Defend Trade Secrets Act.
| Item | New York |
|---|---|
| Trade secrets statute | None — New York has not adopted the Uniform Trade Secrets Act; trade secrets are protected under New York common law and the federal Defend Trade Secrets Act |
| Non-compete covenants | Enforceable if reasonable — common law (BDO Seidman v. Hirshberg). Enforceable only to the extent necessary to protect legitimate interests, not unduly burdensome and not injurious to the public; legislation to ban most non-competes has been proposed repeatedly. |
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 New York 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 New York?
Yes. The New York edition is the state-neutral form with the New York statute, filing office and document names typed in, and the clauses New York treats differently adjusted. It is a template you complete yourself; have an attorney licensed in New York review it if your situation is unusual.
What file do I get?
A zip with the New York 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 New York templates
- New York Single-Member LLC Operating Agreement
- New York Multi-Member LLC Operating Agreement
- New York LLC Resolutions and Written Consents Pack
- New York LLC Membership Interest Purchase Agreement (Member Buyout)
- New York LLC Dissolution and Winding-Up Kit
- New York Corporate Bylaws and Organizational Consents
- New York Corporate Resolutions and Secretary's Certificates Pack
- New York Independent Contractor Agreement
- New York Services Agreement (Provider-Side)
- New York Promissory Note with Optional Guaranty
- New York Commercial Lease Agreement
- New York Employment Offer Letter + Employee Confidentiality Agreement
Non-Disclosure Agreement (NDA) in other states
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