
What they are - A Confidentiality or Non-Disclosure Agreement (CDA or NDA) allows a party to discuss its confidential or proprietary information, such as unpublished data or research results, with another party that is interested in receiving the information.
Why they are necessary - The agreement binds the receiving party to keep the information confidential and not disclose it to third parties. Without such an agreement, the recipient of the disclosed information could use or distribute proprietary information for any purpose, or the discussion would be considered public disclosure and could impact patentability.
In some instances, the company will need access to a sample of your technology for testing. This is done under a Materials Transfer Agreement (MTA), which included appropriate provisions to protect associated rights. It is always best to have a confidentiality agreement signed before in depth discussions take place.