Houston Non-Disclosure & Confidentiality Agreement Lawyers

Trusted Attorney for NDAs and Confidentiality Agreements in Texas

Non-disclosure agreements (NDAs) and confidentiality agreements help protect a company’s trade secrets and other confidential information that constitute a competitive advantage or even simply require discretion. 

Whether you're entering a new partnership, onboarding a key employee, or disclosing sensitive data to an investor, buyer, or vendor, a well-crafted confidentiality agreement can serve as your first line of defense. We shoulder the burden of these high-stakes legal matters so you can focus on what you do best: running your business.

Our award-winning Houston contact law attorneys can review your NDA or confidentiality agreement and advise you on its legal risks and liabilities. Call (713) 783-3110 or contact us online to request a consultation.

Comprehensive NDA & Confidentiality Agreement Services

Our experienced legal team provides end-to-end support for all your confidentiality needs, from drafting and reviewing to negotiating, updating, and enforcing non-disclosure agreements that protect your valuable information assets. 

Our services include:

• Drafting NDA and confidentiality agreements: We prepare strong, enforceable NDAs tailored to your business goals, with clearly defined scope, duration, and obligations.
• Reviewing contracts with NDA or confidentiality provisions: Before you sign, we can assess the terms of any agreement and advise on potential risks, overreach, or unclear provisions.
• Negotiating terms: If the terms don’t align with your needs, we’ll negotiate on your behalf to reach balanced, practical agreements.
• Updating outdated agreements or customizing existing agreements: We review existing NDAs for weaknesses or outdated language, and revise them to reflect evolving business practices and legal standards.
• Enforcement and litigation: When NDA violations occur, we can step in quickly to stop the information leaks and pursue damages through litigation or other dispute resolution alternatives.
• Defense Representation: If you’re accused of breaching an NDA, we build strong defenses and work to resolve disputes efficiently and favorably.

Because NDAs and confidentiality agreements are often just one component of a larger business relationship or legal matter, our firm can assist with these issues as standalone engagements or as part of broader litigation, transactions, or ongoing general counsel services. 

What Is a Non-Disclosure or Confidentiality Agreement?

Non-disclosure agreements (NDAs) and confidentiality agreements are legally binding contracts used to protect sensitive business information and trade secrets. They define what qualifies as confidential, establish obligations for how information is handled, and provide remedies in the event of a breach.

• Non-Disclosure Agreement (NDA): This is a contract that creates a confidential relationship between the parties and outlines what information is protected, how it can be used, and what happens if it’s disclosed improperly. NDAs are essential when sharing proprietary or sensitive information in a business context.
• Confidentiality Agreement: Functionally similar to an NDA, a confidentiality agreement serves the same purpose—preventing the unauthorized sharing or misuse of sensitive data. The terminology may differ by industry or preference, but the protective purpose remains the same.

While the terms are often used interchangeably, the differences are typically in name only. Whether labeled an NDA or a confidentiality agreement, both are designed to protect your proprietary information, and our team ensures they are strategically tailored to serve your goals and withstand scrutiny.

When Should You Use NDAs? Key Business Situations That Demand Confidentiality

Our attorneys frequently advise clients to use NDAs or confidentiality agreements in the following contexts:

• Letters of Intent: Protect your company’s proprietary information throughout the due diligence process.
• Partnerships and Joint Ventures: Protect intellectual property and trade secrets during exploratory discussions.
• Vendor and Supplier Relationships: Safeguard proprietary processes, client data, or pricing models shared with third parties.
• Client Relationships: Reinforce trust by protecting sensitive client and company information.
• Investor Presentations: Maintain confidentiality while disclosing financials, projections, and business plans.
• New Hires: Protect trade secrets from day one of employment, especially for key roles.
• Independent Contractors: Ensure temporary or third-party personnel maintain strict confidentiality.
• Mergers and Acquisitions: Prevent leaks during due diligence and negotiations.
• Business Sales: Protect operational and financial details during sale discussions.
• Licensing Agreements: Prevent unauthorized use or disclosure of licensed materials and technologies.

Do I Need an Attorney to Draft a Non-Disclosure Agreement?

If you need a non-disclosure agreement to protect your business, work with a non-disclosure agreement lawyer to make sure your agreement includes these six key elements:

1. Identification of the parties involved. Name the individuals and entities bound by the agreement, including the disclosing party (the person or organization providing the confidential information) and the recipient of that information. Keep in mind that if an organization ceases to exist, then the agreement may be nullified so you may want to include both an individual and organization as the signing party. This is the type of details an attorney can spot and steer you clear of when drafting an NDA.
2. Definition of the protected confidential information. Clearly define and list, without limitation, the information protected by the agreement and its delivery method (oral, written, electronic, etc.).
3. Exclusions from confidential treatment. The recipient may want to clearly exclude from the agreement information in the public domain or information known to the recipient independently of the relationship between the signing parties. Exclusions may also apply when a recipient is legally compelled to disclose confidential information by deposition, subpoena, or other similar court of regulatory process. Although as the disclosing party, you may require written notice of such a requirement in order to prepare a response.
4. Requirements and obligations of the parties. Clarify the limits and obligations of the agreement, especially for the recipient. Examples may include the obligation to take reasonable steps to protect the confidentiality of the information, to not makes copies of the information, or to return confidential information, such as product samples or investor briefs, within a set period.
5. The effective period of the agreement. While you may wish the term of the agreement to extend indefinitely, most recipients will want a definite term of the agreement included. Some NDAs align with the term of an employment agreement; some specify a number of months or years. Consider the lifespan of the protected information and be reasonable when setting a time frame.
6. Consequences of a breach. You may want to specify the legal remedies available to you, the disclosing party, should a breach occur, such as injunctive relief, damages, and / or attorney’s fees and the cost of litigation. Some agreements also specify the choice of law which will govern the agreement, such as a specific State’s laws, as well as any applicable federal laws.

Although you are not legally obligated to have a non-disclosure agreement attorney create an NDA, it is recommended. Over decades of experience, our attorneys have seen too many NDAs – drafted by other firms, internal counsel or, worse, from a downloaded template – that were invalidated by a technicality, leaving a business owner or enterprise exposed to unexpected and unfair competition.

Do I Need an Attorney to Review a Non-Disclosure Agreement Before I Sign? 

If you are considering or entering a new business relationship, you may be asked to sign a non-disclosure agreement, or NDA. As consumers, we are regularly bombarded with legalese that many of us routinely dismiss. 

This is not the time to do that. 

Before you sign on the dotted line, consult with a contract lawyer who routinely reviews and drafts non-disclosure agreements. During the consultation, your attorney will point out the risks, rights, and exposures of the agreement and help you understand the boundaries of the confidential information being protected, the time period for which you are bound to maintain the secret, and your obligations as a signer.

“Is the disclosing party expanding the scope of the NDA to cover information that you already know? If so,” warns Managing Shareholder Trey Hendershot, “a nondisclosure agreement has the potential to contractually limit your ability to use your knowledge to work and compete in a market. This is why it is important to seek the advice of an attorney well-versed in NDAs.”

Consult a non-disclosure attorney before you sign to help identify potential exposures and downsides you may not have considered:

Which information is covered by the agreement? 

The agreement will likely include a definition of “Confidential Information” protected by the agreement. Some agreements may also protect information disclosed prior to the effective date of the agreement. Make sure you agree with the scope and reasonableness of the protected information. Exclude information that you already know – independent of your relationship with the disclosing party – and any information in the public domain. Failing to do so may effectually turn a nondisclosure agreement into a non-compete agreement.

How long are you bound to maintain confidentiality? 

Some agreements align with the term of your employment; others specify months or years as the term. Make sure this information is included and clearly defined.

What might constitute a breach? 

Not only sharing confidential information but also failing to protect the secrecy of the information may constitute a breach. Likewise, you may be bound by the agreement to return product samples, files, or other documents or tangible objects to the disclosing party within a certain time frame. Make sure you read and understand all of your obligations before signing the NDA.

Can You Negotiate the Terms of a Non-Disclosure Agreement?

Yes, non-disclosure agreements are negotiable documents that can and should be tailored to reflect your situation, rather than accepting standard terms that may not adequately protect your interests. It is reasonable to request alterations to the document before signing. 

At Hendershot Cowart P.C., we routinely review contracts for our clients, usually within a scheduled, one-hour consultation depending on the length and complexity of the agreement. We can review the document for you and recommend adjustments that protect your interests.

Protect Your Business or Professional Interests

Whether you need to safeguard your company's trade secrets or ensure you're not signing an overly restrictive agreement, our experienced Houston NDA attorneys can help. 

Contact Hendershot Cowart P.C. at (713) 783-3110 or schedule a consultation online to review, draft, or negotiate terms that protect your legal rights and business future.