Download Oregon Non-Disclosure Agreement Template [PDF]

The Oregon non-disclosure agreement (NDA), or confidential disclosure agreement, is a legal document that sets the terms and conditions under which the parties will keep certain information, like a trade secret, confidential.

What is a Trade Secret in Oregon?

In Oregon, a trade secret is proprietary information that is essential for the success of the business, is not publicly known, and is therefore kept confidential as the business's competitive advantage on the market.

Types of Non-Disclosure Agreements

This section presents two main types of non-disclosure agreement forms based on which party takes on the obligation of keeping the exchanged information confidential:

Two Types of Non-Disclosure Agreements

Unilateral NDA: This type creates an obligation only for the party signing the document. They accept the obligation not to share the information they obtained during the interaction with the party issuing the NDA.
Mutual NDA: Here, all the parties accept the obligation to keep the shared information confidential and not to share it with third parties.

Legal Requirements for Oregon Non-Disclosure Agreement

This section outlines the legal framework for the Oregon non-disclosure agreement template:

Mandatory Requirements

Statutes: § 646.461 to 646.475
Definitions: § 646.461
Statute of limitations: An action for misappropriation must be brought within three years after the misappropriation is discovered. (§ 646.471)

What Can a Non-Disclosure Agreement Be Used For in Oregon?

In Oregon, the non-disclosure agreement can be used in the following situations:

NDA Uses and Scopes

Protection of confidential business information: Business entities can use the NDA to protect the confidential information they share during their interactions with business partners, vendors, suppliers, and other third parties.
Protection of intellectual property: The NDA can also be used for protecting software, creative work, inventions, or another type of intellectual property during its development process before it gets official protection from intellectual property laws and regulations.
Protection of client information: Business entities that have certain databases with their client's information that they must share with third parties processing that data can issue an NDA to protect it.
After the litigation settlement: The parties can use the NDA to keep confidential the details of their litigation settlement agreement.

Oregon Non-Disclosure Agreement FAQ

Yes, the NDA is a legally binding document in Oregon. However, for the document to be fully legally binding for all the parties, each party must have the legal capacity to sign it.
No, the NDA doesn’t need to be signed in front of a witness in Oregon. If the parties want to provide an additional level of authentication for the document, they should consider signing the NDA in front of at least one witness.
Yes, you can always decline to sign the NDA in Oregon. However, before doing so, you should consider all the consequences this action might have in terms of your relationship with the party issuing the NDA.