Non-Disclosure Agreement

Non-disclosure Agreements (NDAs) or Confidentiality Agreements are frequently put in place prior to a discussion between the University and an outside entity or research partner. They are the first step in the process for a potential partnership for a research project, clinical trial, service agreement, or other collaboration that may involve the exchange of information a party wishes to remain confidential or private. NDAs will outline the terms and conditions of the information exchange including what specific information is to remain confidential and for how long.

The University of Louisville and the outside entity are the only contractual parties. The lead researcher or principal investigator (PI) will also sign only acknowledging that they have read and understand their responsibilities but will not be a contractual party.

For non-disclosure agreements covering licensing of technology, patents, or existing UofL Intellectual Property please contact For Non-disclosure agreements related to sponsored programs please submit your request through the iRIS system. Please contact if you need assistance with iRIS. For instructions on loading a Non-Disclosure Agreement into iRIS, see pages 20-25 (creating a shell) and pages 64-68 (Non-disclosure Agreement). Once you’ve signed off on the NDA form, it will come into the iRIS queue and will be assigned to OSPA for review.  iRISUserManual

Only those individuals who have specific authorization and received a signed letter from the University with signature authority are permitted to sign contracts binding the University. Individual researchers or PIs cannot sign on behalf of the University.

Information requiring protection can come either (1) from an outside organization to UofL (2) from UofL to an outside organization or partner, (3) mutually exchanged between both UofL and the outside organization.

Information disclosed under an NDA should be kept on a secure, password protected, device such as a university issued laptop and server. Physical copies of confidential information should be kept secure from view by unauthorized individuals and locked in a file cabinet or desk when not in use.