Florida Non-Disclosure Agreement (NDA)
The Florida Non-Disclosure Agreement Template (NDA) is a tool used to officially prevent a party from leaking learned information to the general public or a person or business that could use the information in harmful ways. The form conforms to Florida’s Uniform Trade Secrets Act, which are the laws that dictate how NDAs are to be used and written in the state. Trade secrets can have both monetary and intrinsic value and can come in many forms, a few of which include business plans, products, and designs. The form can serve as either a unilateral or bilateral agreement, depending on if one (1) or both parties will be sharing trade secrets with one another.
Additional Sample Confidentiality Agreement: Adobe PDF (.pdf)
Trade Secret Law
Before completing and signing the NDA, it is recommended that the parties familiarize themselves with Florida’s Uniform Trade Secrets Act, of which a few important sections have been highlighted below:
Definition of Trade Secret (§ 688.002): The UTSA states a trade secret can be made up of anything that includes a pattern, program, formula, compilation, method, device, or technique, or process, and complies with the following two (2) points:
- The secret(s) have value (can be actual/current or potential) that cannot be acquired easily.
- Those that are harboring the secret(s) are making reasonable efforts to prevent them from being leaked.
Statute of Limitations (§ 688.007): Three (3) years.