NDA review basics

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This English page is prepared together with the Japanese article for readers who prefer English. LegalAgent is an AI Native Law Firm focused on corporate legal work, startup legal support, M&A support and practical legal outsourcing for modern companies.

Overview

This article explains basic checks for non-disclosure agreements, including confidential information, permitted use, exceptions, disclosure scope, return, destruction and survival period.

Key points

• NDA review should start with who discloses what information and for what purpose
• Confidential information and exceptions should be concrete enough to operate
• Disclosure to affiliates, advisors and contractors should be permitted where needed
• Survival period, return, destruction and remedies should match the business context

Practical perspective

In practice, this topic should be reviewed together with the transaction structure, internal approval flow, counterparty relationship, business priority and risk tolerance. Generative AI can support initial organization, comparison and drafting, but attorneys or the legal team should remain responsible for final legal judgment.