An NDA built for sharing an invention—not just “confidential business information.”

Inventors often have to talk about an invention before they’re ready to make it public.

Maybe you’re speaking with a manufacturer. A product developer. A potential business partner. A marketing company. An engineer. A supplier. Or someone else who needs enough information to evaluate or help move the project forward.

The problem is that an invention can lose more than ordinary business confidentiality when information escapes.

An unauthorized disclosure may affect trade-secret protection. Public disclosure can affect patent rights. And today’s risks include something older NDAs were never written to address: someone pasting your confidential invention information into an AI system.

The Inventor NDA / Invention Confidentiality Agreement is designed specifically around those risks.

Protects invention-related confidential information

The agreement broadly addresses nonpublic information such as:

• Unpatented inventions and ideas
• Methods and discoveries
• Trade secrets and know-how
• Unpublished patent applications
• Designs and specifications
• Schematics and drawings
• Components and prototypes
• Processes and protocols
• Source code and object code
• Images and audiovisual materials
• Business, development, marketing, and sales information
• Customer and supplier information
• Notes, analyses, reports, studies, samples, and other materials derived from the confidential information

Information does not have to be stamped “CONFIDENTIAL” to fall within the agreement.

Specifically addresses patent-disclosure risk

This is not a generic business NDA with the word “invention” added to the first paragraph.

The agreement expressly restricts public and semi-public disclosure—including disclosure through social media, professional networking sites, online forums, blogs, podcasts, conferences, presentations, and even informal gatherings.

Why?

Because publicly disclosing an invention can affect U.S. and foreign patent rights.

The agreement is designed to make that risk clear to the person receiving the information instead of assuming they understand patent law.

AI input is expressly prohibited

The agreement prohibits the recipient from inputting, uploading, pasting, attaching, or otherwise transmitting Confidential Information into third-party:

• Artificial-intelligence systems
• Large language models
• Generative-AI tools
• Chatbots
• Code-assistance products
• Similar AI services

That restriction applies even if the recipient assumes the tool is private or believes its terms of service are protective.

The goal is simple: your invention information should not leave the agreed confidential relationship just because someone thinks, “I’ll ask AI about this.”

Restricts independent IP filings

The recipient may not file or cause to be filed a patent application or other application for intellectual-property protection that covers, incorporates, or is derived from the inventor’s Confidential Information.

The agreement addresses:

• Utility patent applications
• Provisional patent applications
• Design patent applications
• Plant patent applications
• Utility model applications
• Other applications for IP protection in the United States or abroad

Addresses inventorship claims

Receiving information about an invention—or commenting on it—does not automatically make someone an inventor.

The agreement expressly addresses attempts by a recipient to claim an inventorship interest merely because the recipient received, reviewed, or commented on the inventor’s Confidential Information.

Addresses improvements derived from the invention

The agreement also contains provisions concerning inventions, discoveries, improvements, modifications, enhancements, or derivative works developed from the recipient’s access to the disclosed Confidential Information.

That includes obligations relating to disclosure and assignment of covered improvements and cooperation with documentation needed to record or perfect ownership rights.

Recipient responsibilities are spelled out

The recipient must take commercially reasonable measures to protect the information and may use it only for the agreed purpose.

The agreement also addresses:

• Disclosure to employees, advisors, and other representatives
• Confidentiality obligations for those representatives
• Unauthorized disclosures
• Security procedures
• Return or destruction of Confidential Information
• Information-security practices
• Required legal disclosures
• Personal information
• Trade secrets
• Remedies for breach
• No transfer of IP rights merely because information was disclosed

Who it’s for

The agreement is designed for individual inventors and inventor-owned businesses sharing confidential invention information with third parties such as:

• Potential manufacturers
• Product-development companies
• Engineers and technical consultants
• Suppliers and vendors
• Marketing or commercialization partners
• Potential licensees
• Potential business partners
• Other companies or individuals evaluating the invention or a possible relationship

What this agreement does not do

An NDA protects confidentiality. It does not file a patent application, establish patentability, or replace a patent strategy.

It also does not require either party to move forward with a transaction or business relationship. Either side may stop the discussions without entering into a further deal.

Important

Your purchase includes a license to customize and reuse the template for your own business or organization’s commercial photography transactions, subject to the Digital Product Terms and License.

This is a self-service digital legal product. Purchase does not include customization, individualized attorney review, negotiation assistance, or legal advice and does not create an attorney-client relationship or expand any existing or prior attorney-client relationship with King Patent Law, PLLC or it’s attorney.

Laws vary by jurisdiction and circumstances. No legal template can account automatically for every jurisdiction, project, client, or factual situation. Purchasers remain responsible for determining whether their particular circumstances require modification or individualized legal advice. Consider having the completed agreement reviewed by an attorney licensed in the applicable state, particularly for significant IP rights, unusual relationships, international disclosures, employment issues, or high-value commercialization opportunities.

If your project involves unusual risks, specialized legal requirements, or terms that require individualized analysis, you should consult an appropriate attorney. To work with King Patent Law, PLLC, for Illinois-based businesses or contracts, click here to book a consultation and get started.