A nondisclosure agreement—also known as an NDA, a confidentiality agreement, or a confidential disclosure agreement (CDA)—is a legally enforceable contract between persons or entities who want to share confidential, proprietary information with each other without the other party or parties to the agreement (1) using the information shared for a purpose other than the intended purpose (as defined in the NDA) or (2) sharing the confidential, proprietary information with persons or entities who are not parties to the NDA.

Nondisclosure agreements are generally interpreted and enforced according to the contract law of the state where one or both parties are located, and may governed by the law of the state the parties’ agreed to in a choice of law provision in the NDA.

In Alabama, nondisclosure agreements (NDAs) are recognized and enforceable under the state's contract law. These agreements are designed to protect confidential and proprietary information from being disclosed or used for unauthorized purposes. The enforceability of an NDA in Alabama depends on it containing certain elements that are common to contracts: an offer, acceptance, consideration, and mutual assent to the terms. The agreement must also be for a lawful purpose and the terms must be clear and specific enough to be enforceable. Alabama courts will interpret NDAs based on the intent of the parties and the plain language of the agreement. If there is a choice of law provision within the NDA, Alabama courts will typically honor this provision, provided it does not conflict with Alabama public policy or statutory law. It is important for parties entering into an NDA in Alabama to ensure that the agreement is drafted clearly to avoid ambiguity and to define the scope of the confidential information and the obligations of the parties involved.