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A Non-Disclosure Agreement (NDA) is an agreement which precludes certain people from disclosing information which would be considered confidential or proprietary. Often, the information pertains to a company and is of a sensitive nature which would place the company at a competitive disadvantage if the information were disclosed outside of a context of the general conduct of the business. The definition of confidential information within an NDA usually has carveouts for information which is widely known or accessible from sources other than the person signing the NDA. Intellectual property is normally considered confidential information.

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