A Confidential Disclosure Agreement (CDA) is a contract between a party who is disclosing confidential information and another party who is receiving that information. Sometimes, a CDA agreement may be a two-way agreement, covering information disclosed by both parties. The CDA specifies how the receiving party/parties will protect and use the information. CDAs are sometimes referred to as nondisclosure or secrecy agreements, emphasizing the recipient's handling of the confidential information.
What are confidentiality agreements for?
A CDA serves three purposes:
Alerts the receiving party to the confidentiality of the information to be received.
Specifies the responsibilities required of the receiving party.
Can be used as evidence in subsequent patent processing - e.g., to defeat an allegation that the invention is not novel because the inventor treated it as public information. This kind of allegation arises frequently from those contesting a potentially lucrative patent, so a CDA is more than a "mere formality."
How do I execute a confidentiality agreement?
Disclosing parties at CU need to create two originals of the Confidential Disclosure Agreement and fill out as follows:
Enter a brief, non-confidential description of the information to be disclosed
Enter the date
Enter the recipient's name
Two originals will be provided to the recipient party for signatures. Once executed, those originals should be returned to the CU Innovations Office for final CU signatures and acknowledgment by the principal investigator before the agreement is considered valid.
For help with confidentiality agreements, use the Consultation button at below, or send an email to CDA@cu.edu.