Signing an NDA — What to Read Before You Sign
An NDA can be 1 page or 12. The same 5 clauses decide whether it's safe to sign — every time.
The checklist
- 1
Definition of confidential information
Should be specific and marked — not 'all information of any kind.'
Confidentiality clause → - 2
Duration
2–5 years post-relationship is standard. 'In perpetuity' is a red flag.
Confidentiality clause → - 3
Exceptions
Public domain, prior knowledge, independent development, court-ordered disclosure — all four should be present.
- 4
Hidden non-compete
Restrictions on where you work next belong in their own clause — and may not be enforceable.
Non-compete clause → - 5
Whistleblower carve-out
Federal and many state laws protect reporting illegal activity. The NDA should acknowledge this.
Red flags
- 'Any information of any kind'
- Perpetual duration
- Embedded non-compete
- No standard exceptions
- One-sided remedies + attorney fees
- Tries to silence harassment claims
Green flags
- Specific definition
- 2–5 year sunset
- Standard 4 exceptions
- Mutual obligations
- Whistleblower carve-out
Run your document through NDA Scanner
Upload it and we'll flag every issue we just covered, in plain English.
Your document is private. We don't store it.
Encrypted in transit · Analyzed in-memory · Discarded immediately after the result is shown · Never used to train AI.
Tips for best scan results▾
- Sharp focus. Tap your camera to focus before snapping; avoid motion blur.
- Even lighting. Daylight or a desk lamp works best — no harsh shadows or glare.
- Straight on. Hold the phone parallel to the page; we'll auto-deskew small angles.
- Whole page in frame. Include all four edges; crop tight but don't clip text.
- High resolution. 1500px+ on the long edge. Most modern phone cameras qualify.
- Plain background. Place pages on a contrasting flat surface (e.g. dark desk).
- PDF preferred. If you have a digital PDF, upload that instead of a photo — it's faster and more accurate. Limits: PDF ≤15MB, image ≤8MB.
🔒 Your document is analyzed in-memory and never stored. Zero data retention.
Not legal advice. For informational purposes only.