Download Rhode Island Non-Disclosure Agreement Template [PDF]

The Rhode Island non-disclosure agreement (NDA), or confidential disclosure agreement, is a legal document created between two or more parties with the goal of protecting certain sensitive and confidential information, such as trade secrets, from unauthorized sharing with third parties.

What is a Trade Secret in Rhode Island?

In Rhode Island, a trade secret is a certain practice or method that is considered essential for the operation of a certain business entity, its position on the market, and its success, and that must be kept confidential as a competitive advantage of that business on the market.

Types of Non-Disclosure Agreements

In this section, you can see the main types of non-disclosure agreement forms. The main difference is made based on who takes on the obligation of keeping the shared information confidential.

Therefore, we make a difference between:

Two Types of Non-Disclosure Agreements

Unilateral NDA: This type forms an obligation only for the party signing the document. Here, they accept the obligation not to share any information they gained access to during their communication with the party issuing the NDA.
Mutual NDA: Here, all parties to the NDA take on the confidentiality obligation. This is mostly used in situations where all the parties share certain confidential information with each other.

Legal Requirements for Rhode Island Non-Disclosure Agreement

Here, you can see the legal framework for the Rhode Island non-disclosure agreement template:

Mandatory Requirements

Statutes: § 6-41-1 to 6-41-11
Definitions: § 6-41-1
Statute of limitations: An action for misappropriation must be brought within three years after the misappropriation is discovered. (§ 6-41-6)

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

In Rhode Island, the non-disclosure agreement can be used in various situations, depending on what type of information needs to be protected.

Therefore, this section will outline the most common reasons for issuing the NDA:

NDA Uses and Scopes

Protection of information during employment: The NDA is often used by employers who want to protect the confidential information their employees get access to during the employment period. Therefore, they would often issue an NDA along with the employment agreement.
Protection of business information: The NDA is also used by business entities that want to protect the sensitive information they share during their interactions with their vendors, suppliers, business partners, and other third parties.
Protection of information during mergers and acquisitions: Parties can use the NDA to protect confidential information shared in the process of mergers and acquisitions.
Protection of intellectual property: Used for protecting software, creative work, inventions, and other types of intellectual property before they get formal protection from the intellectual property laws.

Rhode Island Non-Disclosure Agreement FAQ

Yes, the NDA is a legally binding document in Rhode Island. It becomes legally binding once all the parties taking on the confidentiality obligation sign it.
The Rhode Island NDA doesn’t need to be signed in front of a witness to be valid. However, the parties might consider including witness signatures if they want to provide additional authentication for the document.
Yes, you can always decline to sign the NDA in Rhode Island. However, you should keep in mind that this action might jeopardize the relationship between you and the party issuing the NDA.