Download Florida Non-Disclosure Agreement Template [PDF]

The Florida non-disclosure agreement (NDA), or confidential disclosure agreement, is a legal document that sets the terms and conditions for the protection of certain sensitive information shared between the two or more parties that are part of the NDA.

The main goal of this document is to prevent the unauthorized sharing of this information with any third party.

What is a Trade Secret in Florida?

A trade secret in Florida is any confidential business information, such as process, formula, design, or method, that can be considered a competitive advantage of that business and, for that reason, needs to remain secret.

Types of Non-Disclosure Agreements

The main types of non-disclosure agreement forms are unilateral and mutual NDAs. This differentiation is made based on who takes on the obligation of not sharing confidential information with third parties.

With a unilateral NDA, only one party has the obligation to keep all the information the other party has shared confidential. This type of NDA is mostly used between companies and their employees.

However, with the mutual NDA, all the parties signing the document are obliged to keep the shared information confidential.

Legal Requirements for Florida Non-Disclosure Agreement

This section presents the legal framework for the non-disclosure agreement template in Florida:

Mandatory Requirements

Statutes: § 688.001 to 688.009
Definitions: § 688.002
Statute of limitations: An action for misappropriation must be brought within three years after the misappropriation is discovered. (§ 688.007)

What Can Non-Disclosure Agreement Be Used For in Florida?

The non-disclosure agreement can be used in different situations based on various factors, such as the type of information they are aiming to protect, the type of entities they are sharing their information with, and more.

Here are some of the most common situations where the parties choose to use the NDA:

NDA Uses and Scopes in Florida

Protection of business information: Mostly used during business communication where other parties have access to the business secrets of the company issuing an NDA. Those can be business partners, suppliers, vendors, and others.
Protection of intellectual property: Used by parties that want to protect inventions, software, creative work, or other kinds of intellectual property if they are not protected by intellectual property laws.
Protection of information accessed by the employees: Used to protect the sensitive business information employees get access to during their employment. The employee usually signs it with the employment agreement
Protection of information during the merger and acquisition: Used for protecting the sensitive and confidential information of the business entities participating in the merger and acquisition.

Florida Non-Disclosure Agreement FAQ

Yes, the NDA is a legally binding document in Florida. However, for the document to be fully binding for all of the parties, each one of them must have the legal capacity to sign it.
No, the Florida NDA doesn’t need to be signed in front of witnesses to be valid. However, if the parties want to additionally authenticate the document, they can include the witness's signatures.
You can always decline an NDA in Florida. However, before doing so, you should consider how that will affect your relationship with the party issuing the NDA.