NDA vs Confidentiality Deed – which one works best?

Updated: 8 December 2019

You’ve likely heard more about NDA’s than confidentiality deeds.

But they aren’t the same. 

And in a nutshell, here’s how to know which works best for you.

An NDA will work best if:

• you need to e-sign (if your recipient is somewhere else)
• a payment is involved (i.e. you are paying the recipient or the recipient is paying you)
• you accept that you will have 6 years to pursue a breach (whereas a deed allows you more time to handle a breach).

Unlike an NDA, with a confidentiality deed, you will have a longer time period to enforce the deed for a breach.

So, a confidentiality deed will be best if:

• there is no money involved yet (e.g. you are in the initial stages of discussing an idea with a prospective business partner or consultant)
• you need more than 6 years to enforce for a breach (you will have 12 years in QLD, NSW, ACT, NT or TAS and 15 years in VIC and SA).
• you and the recipient can sign a paper copy of the deed by pen.

Also, here are some extra requirements for the confidentiality deed:

• use the words ‘executed as a deed’; and
• be signed by 2 directors or a directors and a company secretary - a requirement from s. 127 of the Corporations Act 2001 (Cth).

Do you have any questions about NDA's or a confidentiality deed? Be sure to leave them below. 

I wish you success in your ventures!