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 Kansas, nondisclosure agreements (NDAs) are recognized and enforceable under the state's contract law. These agreements are used to protect confidential and proprietary information from being disclosed or used for unauthorized purposes. The enforceability of an NDA in Kansas depends on it meeting certain legal requirements, such as the presence of consideration (something of value exchanged between the parties), the clarity of terms defining what is considered confidential, and the agreement being for a lawful purpose. Additionally, the NDA must not be overly broad or violate public policy. Kansas courts will interpret and enforce NDAs based on the specific language of the agreement and the circumstances of each case. If the NDA includes a choice of law provision, the parties can agree to have the NDA governed by the laws of a different state, and Kansas courts will typically honor such provisions as long as they do not contravene Kansas public policy or statutory law.