Question 1

Why do I need a dual-language NDA?

Accepted Answer

When doing business with Russian-speaking parties, a dual-language NDA ensures both sides fully understand the terms. It reduces disputes from translation ambiguities and demonstrates professionalism. The agreement specifies which language prevails in case of discrepancies.

Question 2

Which language version should prevail in a bilingual NDA?

Accepted Answer

The controlling language clause determines which version prevails if the English and Russian texts conflict. Typically, the language of the jurisdiction whose law governs the agreement is chosen. For US-governed agreements, English usually prevails; for Russian-governed agreements, Russian may prevail.

Question 3

What governing law should I choose for a Russian-American NDA?

Accepted Answer

Choose the jurisdiction where you would want to enforce the agreement. California, Delaware, and New York are popular US choices due to well-developed commercial law. Russian law may be appropriate if the disclosing party is a Russian entity and disputes would likely be resolved in Russia.

Question 4

What types of confidential information definitions are available?

Accepted Answer

Three standard definitions: Broad covers virtually all non-public information including verbal communications; Standard focuses on business-related information with specific examples like trade secrets and customer lists; Narrow only protects information explicitly marked as confidential in writing.

Question 5

How long should the confidentiality protection period be?

Accepted Answer

Common protection periods are 2-5 years from disclosure. The appropriate length depends on the nature of the information: technical specifications may need 2-3 years, while trade secrets and customer data may warrant 5+ years. Consider that trade secrets should ideally have indefinite protection.

Russian-English NDA Generator