The M&A NonDisclosure Agreement

'A nondisclosure agreement, often referred to as an NDA or a confidentiality agreement, is typically the first agreement to be entered into in a mergers and acquisitions transaction. The agreement is designed to protect the confidentiality of information exchanged in connection with the consideration and negotiation of the transaction and information exchanged in the course of a party’s due diligence review of the other.

In a situation where a party is presented with the other side’s form NDA, a careful review is warranted – the text is "boilerplate" that can bite!"

This Piper Rudnick article from Mondaq sets forth a summary checklist and commentary concerning some of the more important items to consider when reviewing an NDA.