Confidentiality or Non-Disclosure Agreement (CDA or NDA)

Non-Disclosure Agreements (NDAs), also known as Confidentiality Agreements (CA), Proprietary Information Agreements (PIAs), etc. are legal agreements between two or more parties which describe specific information the parties wish to share with one another for a specific purpose but wish to restrict from broader use and dissemination.  If you are sharing new processes or unpublished data, you should protect the potential value therein (i.e., intellectual property) by having an NDA in place.

NDAs allow early-stage discussions to take place, for instance, discussions about research interests and capabilities. Sponsored work should generally not take place under the scope of an NDA; this is better addressed under a Sponsored Research or Sponsored Services Agreement which contains the language of their own to handle the exchange of confidential information during the project. NDAs can restrict the investigator's ability to publish or otherwise disseminate the research results; the University may also lose its ability to claim a fundamental research exemption from US Federal Export Control regulations if research results are restricted from dissemination.

UNH provides its own standard unilateral and bilateral NDAs which can be found below.  If a company is willing to accept UNH’s standard NDA with minimal or no changes, the process is expedited, and signatures can usually be obtained within a few days.  On the other hand, if a company requires the use of its own form, this will require a detailed review and negotiation to ensure that UNH is able to comply without compromising its academic mission or incurring undue risk.  Review and negotiation can delay processing by a week or longer; so, please allow sufficient time for the review and negotiation of your NDA.

The Principal Investigator may acknowledge her or his responsibilities under these types of agreements, but only an Authorized Official of UNH can execute these contracts on behalf of the institution.


Victor Sosa
Export Control Officer
Sponsored Programs Administration
Phone: (603) 862-2001