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a confidentiality agreement is an agreement between two people or two companies or a company in a person which obligates the other not to divulge or disclose contents or communications or documents or trade secrets that were learned throughout the relationship it essentially ensures that the disclosures intellectual property or proprietary information is protected by the recipient of that information a confidentiality agreement and an NDA a nondisclosure agreement are very similar in that both aim to protect the disclosures proprietary information or intellectual property from dissemination by the recipient an NDA can be different in the sense that it can have other covenants or provisions within it that could be unrelated to just confidentiality issues so confidentiality agreement is more broad and NDA is generally more specific and an NDA is used more in the context of a deal or a transaction a confidentiality agreement is used more in the context of an employment relationship gener