Non-disclosure agreement (web design)
Web designers and developers need to know the details of a project before quoting; but their clients are often concerned about disclosing their business ideas without any form of legal protection. Those ideas usually need to be disclosed before a full web design or development contract has been executed, so the client cannot usually rely upon confidentiality clauses in the designer's or developers T&Cs of business.
That is where a specialist non-disclosure agreement can be useful, offering protection from the confidential information of clients whilst making it clear that the web designer or developer will not restricted from using its own or any public information.
This document is a variant of our one-way or unilateral NDA, designed for use in these particular circumstances.Ask about this document
Non-disclosure agreement (web design) contents
- Definitions: definitions.
- Term: commencement of term; end of term.
- Designerconfidentiality obligations:Designerconfidentiality undertaking (permitted purpose mandatory); disclosure of confidential information byDesignerto certain persons for permitted purpose; exceptions toDesignerconfidentiality obligations; disclosures ofDisclosorconfidential information mandated by law etc;Designerto stop using confidential information upon termination;Designerto return or destroy confidential information following termination;Designerconfidentiality obligations after termination.
- Intellectual property rights: no assignment of first party intellectual property rights; no licence or limited licence to use Disclosorconfidential information.
- Warranties: first party warranty of authority; second party warranty of authority; exclusion of implied warranties and representations.
- Termination: termination by either party at will.
- Effects of termination: surviving provisions upon termination; termination does not affect accrued rights.
- General: no waiver; severability; variation written and signed; no assignment without written consent; no third party rights; caveats to limits of liability; entire agreement; governing law; exclusive jurisdiction.
- Interpretation: statutory references; section headings not affecting interpretation; calendar month meaning; no ejusdem generis.