NDA
Non-Disclosure Agreement
NDA (non-disclosure agreement) is a contract under which the parties agree not to disclose to third parties the confidential information they have received from each other.
What is NDA (Non-Disclosure Agreement)?
A non-disclosure agreement (NDA) defines what information is considered confidential, how it may be handled, and how long the ban on disclosing it lasts. In high-risk verticals this is one of the core documents: partnership, integration, or acquisition talks begin long before the main agreement is signed, so sensitive data is often shared before that point.
## How it works
The text defines what is being protected: financial models, conversion and deposit statistics, offer and bid terms, partner lists, source code, and player or user data. It then sets out exceptions (information that is already public, was known to the recipient before the deal, or was lawfully received from a third party), the recipient's obligations (access limited to a small group of staff, secure storage, and return or destruction of materials), and the duration of the obligations, which may extend beyond the term of the agreement itself.
## Where it is used
In gambling and betting, NDAs are signed when acquiring a platform, looking for a licensee, or connecting to a game or traffic supplier, and when exchanging data on margins and limits. In crypto and fintech, they are used during due diligence before investment, in smart contract audits, and when sharing architecture. In dating and nutra, they cover the transfer of user databases, creatives, and test results.
## Common mistakes
The most common mistake is signing a template found online that is not tied to specific materials or jurisdiction. Parties often fail to specify who owns the results of joint work, ignore the sharing of data with contractors, or define confidentiality so broadly that it cannot be practically observed.
An NDA does not replace counterparty checks and does not cancel regulatory obligations. When working with players' or customers' personal data, separate data processing agreements are required.
FAQ
How does an NDA differ from a confidentiality agreement?
In practice the names are often used interchangeably. The difference is that an NDA is usually signed before a deal, while the main agreement may contain a separate confidentiality section that applies throughout the cooperation.
Do I need an NDA when exchanging data with affiliates?
If you share statistics, individual deal terms, or internal metrics, it is better to record the restrictions in writing. A verbal understanding is hard to prove if the information reaches third parties.
Can an NDA protect against leaks?
The document itself does not prevent leaks, but it provides grounds for claims for damages. Protection also depends on access restrictions and internal rules for handling data.