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TexLaw, Attorney
Category: Business Law
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Experience:  Internationational Commercial Attorney
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Im in the process of selling a web application that I own.

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I'm in the process of selling a web application that I own. The potential buyer wants to look at the code so they can evaluate it's quality, look at the site infrastructure, etc.

What kind of agreement do I need them to sign to protect myself from them just copying the code to create a duplicate site? Is there a template available for free or low-cost online?

Thank You

Thank you for your question.

You need to use a Confidentiality/Non Disclosure Agreement.

One is available at:

Please let me know if you have any further questions. Please also kindly consider rating my answer positively so that I am compensated by the website for my work on your question. Rating positively does not cause an additional charge and does not prevent us from further discussing your questions.

Best Regards,
Customer: replied 3 years ago.

Thank you, XXXXX XXXXX up question:


In the website code there are instructions that the development company I hired (outside the US) included so that the next developer would understand how everything is structured. The company name is XXXXX XXXXX throughout the code, it would be very difficult to remove everywhere.


What's to stop the potential buyer from contacting this company to see if they could have them build another site at a lower cost than I'm offering it for? Is there something additional I should include in the NDA to account for this?


Add in that specific language. Something like:

Potential purchaser acknowledges that the subject code was developed by ___________. Potential purchaser agrees that it will not contact developer regarding this code and will not solicit developers services to develop code which in any form or function is similar to the subject code. Potential purchaser further agrees that it shall not attempt to have any third party outside the jurisdiction of the United States attempt to violate the intellectual rights of Seller in the subject code.
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Customer: replied 3 years ago.

Perfect, thanks again

No worries,

Please remember to rate my answer so that I may be compensated.


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