Free Independent Contractor Non-Disclosure Agreement

An Independent Contractor NDA prevents an independent contractor from disclosing confidential information of the client under the threat penalty.

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If you are a business owner, you probably know that hiring independent contractors may work out better. Perhaps there's a short-term project you'd rather have someone outside the company work on.

It is just that concern for your company's confidential and valuable information preventing you from acting on it. That is where the Independent Contractor NDA comes in and saves the day.

What Is an Independent Contractor NDA?

Non-Disclosure Agreements are not a novelty, and you can find them in almost all types of agreements, employment contracts, and across industries. If you are an app developer, inventor, patent holder, or the like, the Independent Contractor NDA could be of great use. Also, public figures who hire bodyguards, cooks, cleaners, and other services routinely ask them to sign Independent Contractor NDAs.

The agreement should outline what type of information is considered confidential and any other expectations the client or hiring company may want to highlight.

Other Names for Independent Contractor NDA

Depending on your state, an Independent Contractor NDA may also be known as:

  • Independent Contractor Non-Disclosure Agreement
  • Independent Contractor Proprietary Information Agreement
  • Independent Contractor PIA

Who Needs an Independent Contractor NDA?

Any individual or business entity hiring freelancers and independent contractors may find Independent Contractor NDAs useful. Even if you merely want to take extra care to ensure privacy, this type of agreement can give you the peace of mind you need.

Why Use 360 Legal Forms for Your Independent Contractor NDA

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Create your own documents by answering our easy-to-understand questionnaires to get exactly what you need out of your Independent Contractor NDA.

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All you have to do is fill out a simple questionnaire, print, and sign. No printer? No worries. You and other parties can even sign online.

How to Create an Independent Contractor NDA with 360 Legal Forms

The Independent Contractor NDA content can be different depending on the type of information involved. That task is where your focus should be, not on the formatting details and jurisdiction concerns.

Let 360 Legal Forms help with our extensive library of attorney-vetted legal forms. The process is fast and easy. All you have to do is fill out our easy-to-understand questionnaire. Once complete, simply download your form as a PDF or Word document from your secure online account.

What Information Will I Need to Create My Independent Contractor NDA?

To create your document, please provide:

  • Hiring Entity: The person or company hiring the independent contractor.
  • Independent Contractor: The name and contact information of the person or company providing the services.
  • Effective Date: The date when the agreement goes into effect.
  • Governing Law: The legal system used in the event of a dispute.
  • Purpose: A short explanation of why the deal is necessary.
  • Confidential Information: A full description of the scope of what entails confidential information.
  • Examples: A specific example of what the agreement would typically cover.
  • Duration: The effectual period of the agreement and extension possibilities.
  • Additional Clauses: Any other clauses and provisions such as non-compete, non-solicitation, or non-disparagement.
  • Signatures: Both parties must sign the agreement.

Independent Contractor NDA Terms

  • Unilateral: An agreement or decision that affects or arrived at by one party
  • Bilateral: An understanding or decision that affects or reached by both parties
  • Proprietary Information: Valuable trade secrets and any other information a company would want to keep secret
  • Injunction: A court order to do or to refrain from doing
  • Indemnity: Contractual protection against legal liability

Independent Contractor NDA Signing Requirements

To ensure it is legally binding and enforceable, the Independent Contractor NDA must be signed by both the client and independent contractor. Both should review the agreement in detail beforehand. Notarization is not necessary nor a legal requirement, but possible if both parties agree.

What to Do with Your Independent Contractor NDA

After signing, the hiring entity and the independent contractor should receive a physical copy of the agreement. Ensuring it's safe and protected is essential if there is ever a dispute in the future, as you may need to present the contract in an arbitration or litigation.

Frequently Asked Questions

What is the difference between NDAs and Confidentiality Agreements?

Even legal experts often use these two terms interchangeably. That is because, for the most part, they serve the same purpose. However, when examined a little closer, there are some subtle differences worth mentioning. Even though it is not always the case, NDAs are used more unilaterally. They maintain the interests of one party as opposed to confidential agreements that are often used bilaterally. Also, confidential agreements often have an extra layer of secrecy. The parties included in the agreement are expected to take a proactive approach to protecting the sensitive information.

Unless otherwise agreed, everything that an independent contractor does or creates belongs to the hiring entity. For example, if a web designer creates a website for a company, the site belongs to the company, which can choose not to share the log-in info whenever. The only exception is if the parties are to reach an agreement to the contrary.

Non-Compete Agreements are ubiquitous in employer-employee relationships. But they can also be used for independent contractors too. For example, if a company hires a software developer to work on a project, it could ask him or her to sign a non-compete agreement. In effect, this means that the designer agrees to not use what is learned in a competing manner, whether for another company or for him or herself.

Most hiring entities that ask independent contractors to sign NDAs want to prevent the spread of confidential information. However, breaches do happen and the consequence may depend on the agreement. Usually, first comes an investigation into the degree of the breach, and then the management would arrive at the possible legal claims entitled. If damages can be proven in court, the independent contractor might on the hook.

Not everyone will need to execute an Independent Contractor NDA with the people and companies that they work with. Perhaps there is an already high degree of trust and experience. However, if you are not sure about the other person, you might be risking your business going under or your personal life exposed.

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