NDAProduct Launch

NDA Template for Product Launch Confidentiality (UK 2025)

Last updated: February 2025

When You Need This Contract

Product launch NDAs protect unreleased product details, launch dates, pricing, and marketing strategies shared with suppliers, partners, media contacts, and early reviewers before the public announcement. The NDA must include a specific embargo date after which information can be disclosed, clear definitions of what information is subject to embargo, and consequences for premature disclosure that could undermine the launch strategy and competitive advantage.

Key Clauses

  • Specific embargo date and time after which disclosure is permitted
  • Product specifications, pricing, and features covered until launch
  • Launch strategy and marketing plans as confidential information
  • Consequences for premature disclosure including liquidated damages
  • Media review and preview arrangements with specific terms

What to Watch Out For

  • Not specifying a clear embargo date and time, leading to confusion about when information can be shared publicly
  • Failing to include a liquidated damages provision for premature disclosure, as proving actual loss from a leaked launch is extremely difficult

Sample Clauses

  • Sample embargo clause: 'The Recipient agrees not to disclose, publish, or otherwise make public any Confidential Information relating to [Product Name] before [date and time] (the Embargo Date). All reviews, articles, social media posts, and other public communications about the Product must be held until after the Embargo Date.'
  • Sample liquidated damages clause: 'The parties agree that premature disclosure of Product launch information would cause significant and difficult-to-quantify commercial harm. In the event of a breach of the Embargo, the Recipient shall pay liquidated damages of [amount], which the parties agree represents a genuine pre-estimate of the loss that would be suffered.'

FAQ

Are embargo NDAs enforceable under UK law?

Yes, embargo NDAs are enforceable as standard confidentiality agreements with a time-limited element. The key is clear drafting: specify exactly what information is embargoed, the precise date and time of the embargo lift, and the consequences of breach. Liquidated damages provisions are enforceable if they represent a genuine pre-estimate of loss rather than a penalty. Courts will assess proportionality.

What remedies are available for a breached product launch NDA?

Remedies include damages for proven financial loss, liquidated damages if included in the NDA, and potentially an injunction to prevent further disclosure. For time-sensitive product launches, an interim injunction may be sought on an urgent basis. However, once launch information is public, the practical remedy is limited to damages. This is why a well-drafted liquidated damages clause is important for launch NDAs.

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This is guidance for UK businesses, not legal advice. Templates are illustrative. Consult a solicitor for complex matters.

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