Non-Disclosure Agreements (NDAs) are not common when a startup initially shares a pitch deck with an investor. There are exceptions, however; for example, if meeting with a strategic investor.
If you have questions or concerns about sharing proprietary information, we suggest seeking legal counsel. There are a number of firms familiar with “doing business with the federal government” who should be able to quickly assess what’s appropriate for your startup.
NDAs are typically signed when a company plans to share confidential or proprietary information with a potential commercial partner or investor during the due diligence phase. One seamless way to handle the NDA question is by using a data room that requires investors electronically consent to a NDA before accessing. However, in general, NDAs create unnecessary complications for investors and unless there is good reason to have one, it can be perceived as a sign of inexperience. VCs have no interest in copying your idea.
The scope of the overview provided below is for NDAs between two private entities - not with a government counterparty or for circumstances in which the parties to the NDA specifically anticipate disclosing confidential information to a government entity (e.g., teaming for a proposal).
The NDA is a legally binding document that defines, among other things, what confidential information will be shared and how the parties can use it.


