Non-Disclosure Agreements

NDA Review Form

What is a Non-Disclosure Agreement?

A Confidentiality Agreement , also called a Non-Disclosure Agreement or NDA, is a contract used to protect sensitive information shared between SUNY and an external party. These agreements are often required when:

  • Faculty or staff are collaborating with outside organizations that may disclose proprietary or confidential information.
  • SUNY investigators are reviewing third-party information that is not yet public.
  • Business partners require protection of trade secrets, intellectual property, or data in the course of a project.

Important SUNY Requirements

Because SUNY is a public institution, all Confidentiality Agreements must comply with New York State laws and policies:

  • Freedom of Information Law (FOIL): SUNY is subject to FOIL. Any NDA must acknowledge that SUNY cannot guarantee absolute confidentiality, as certain records may be legally required to be disclosed.
  • SUNY Counsel Review: All NDAs must be reviewed and approved by the Office of General Counsel (OGC) or the designated campus contracts office.
  • Authorized Signatures: Faculty and staff are not permitted to sign NDAs on behalf of SUNY. Only authorized signatories may execute these agreements.

Types of Confidentiality Agreements

  • Unilateral NDA: One party discloses confidential information to the other.
  • Mutual NDA: Both parties exchange confidential information.
  • SUNY CDA Templates: SUNY provides standard Confidential Disclosure Agreement (CDA) templates for common situations, such as research collaborations.

How to Request NDA Review

  1. Submit NDA for Review
    • If an outside organization provides an NDA, please complete the NDS Review Form to initiate a review.
    • If SUNY will be disclosing information, request a SUNY CDA template.
  2. Provide Context
    • Identify the project, parties involved, and purpose of the information exchange.
  3. Review and Approval
    • University Services will coordinate with SUNY OGC for legal review.
    • Only after approval from SUNY OGC will the NDA be sent for authorized signature.

Processing Timeline

  • Standard review: 2–4 weeks, depending on complexity and negotiations.
  • Allow additional time if the outside organization requests significant revisions.

Contact

For questions or to submit an NDA for review, please contact univserv@fredonia.edu

University Services

  • 405 Maytum Hall State University of New York at Fredonia Fredonia, NY 14063

Contact