Download Tennessee Non-Disclosure Agreement Template [PDF]

The Tennessee non-disclosure agreement (NDA), or confidential disclosure agreement, is a legal document signed between two or more parties that forms an obligation for them to keep certain information confidential. The document will also define which information, such as trade secrets, is considered confidential.

What is a Trade Secret in Tennessee?

A trade secret in Tennessee is information about the operation or structure of a certain business entity that is considered to be their competitive advantage on the market and is therefore kept confidential for the general public.

Types of Non-Disclosure Agreements

The main types of non-disclosure agreement forms are unilateral and mutual NDAs. What differentiates these two types of NDAs is which party has the obligation to keep the shared information confidential.

The unilateral NDA forms an obligation only for one party, while the mutual NDA obliges all parties to keep the shared information confidential.

Legal Requirements for Tennessee Non-Disclosure Agreement

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

Mandatory Requirements

Statutes: § 47-25-1701 to 47-25-1709
Definitions: § 47-25-1702
Statute of limitations: An action for misappropriation must be brought within three years after the misappropriation is discovered. (§ 47-25-1707)

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

The Tennessee non-disclosure agreement can be used in various situations based on the level of confidentiality, type of shared information, and more.

Here are the most common situations in which the NDA can be used:

NDA Uses and Scopes

Protection of confidential business information: The NDA can be used to establish what the confidential information is and form an obligation for the parties not to share it with third parties.
Protection of customer information: Used by businesses that have to share certain information about their clients with the parties processing this information. Here, the NDA ensures that the information processing does not breach the data protection regulations.
Protection of intellectual property: Used for protecting the creative work, software, inventions, and other types of intellectual property other parties have access to during their interaction with the party issuing the NDA.
Protection of information during research collaboration: The research organizations often use the NDA to protect the information they acquire during their research.

Tennessee Non-Disclosure Agreement FAQ

Yes, the NDA is a legally binding document in Tennessee. All the parties taking on the obligation from the NDA must have legal capacity when signing the document.
No, the Tennessee NDA doesn’t need to be signed in front of a witness to be valid. However, if the parties want to provide an additional level of authentication for the document, they can include the witness signatures.
Yes, you can always decline to sign the NDA in Tennessee. However, you should keep in mind that this action might jeopardize the relationship between you and the party issuing the NDA.