NDA terms read from BizBuySell, Flippa, Acquire.com and M&A counsel, September 2026

Confidentiality Agreement for Sale of Business, Non Disclosure Agreement Terms and Cost

A confidentiality agreement for the sale of a business, usually called an NDA, is the contract a buyer signs before you show them your name, your financials and your customers. It should cover what counts as confidential, how long the duty lasts (12 to 24 months is the M&A norm), a ban on hiring your staff or soliciting your customers, the return or destruction of everything you shared, and your right to an injunction if the buyer breaks it. An attorney charges an average of $500 to draft one and $380 to review one, according to ContractsCounsel project data updated 29 September 2026.

See how it works → See the comparison ↓

Anonymized listing · you approve every data room request · off-market with one switch · 3% to 5% only when it sells

AI SaaS deal deck

Sort

Max asking Min MRR

No deals match those filters yet. Widen your range.

The deck shows the listing format with sample deals. Verified listings appear once sellers complete verification.

Verified MRR / ARR Published multiples Vetted, capital-qualified buyers Escrow-backed closes AI-SaaS-native

Most owners never draft one, because the venue does it for them. BizBuySell has every buyer accept a platform-wide confidentiality agreement that runs for up to one year and makes a buyer who goes around the broker liable for the lost commission. Acquire.com has buyer and seller sign a mutual NDA when access is requested. Flippa sells a per-listing NDA as a $199 add-on, and Premium buyers at $49 a month get their NDAs accepted automatically. Read the one your buyers will sign, because it decides who sees your P&L.

Buyouts handles confidentiality in the listing itself, for AI SaaS only. Your listing is an anonymized handle with verified MRR, ARR, growth and churn, so nothing on it identifies you. Only paying members see the full metric breakdown, a data room opens only when you approve a specific buyer's request, and one switch takes the listing off the public board so only Acquirer members see it. You can still require your own NDA before you send the data room link.

The listings, metrics and deals shown across this site are illustrative product UI. Nothing on this page is legal advice; have an attorney licensed in your state read any NDA you rely on.

An NDA does not keep a sale confidential. It gives you someone to sue after the leak. Real confidentiality comes from sharing less, later, with fewer people: an anonymous listing, staged disclosure, and a data room you open buyer by buyer.

Read firsthand from each venue, 29 September 2026

What each marketplace and broker makes a buyer sign before seeing your numbers

The NDA your buyers sign is usually the venue’s, not yours. Here is how each one works, what the buyer sees only after signing, and whether the agreement carries a fee or non-circumvention clause. Where the NDA text is not public we say so.

Swipe to see every column →

Venue	What the buyer signs	Unlocked after signing	Fee or circumvention clause	Checked
Buyouts	No NDA wall; the listing is anonymized, so nothing identifying is shown	Full metrics to paying members from $99 a month; your data room only after you approve each request (Buyer Pro, $299)	None. Buyers pay no success fee; you can require your own NDA before sending the data room link	Sep 2026
BizBuySell	A platform-wide click-through confidentiality agreement naming seller, broker and platform	Whatever the seller or broker releases	Yes. A buyer who circumvents the broker "may be liable for such lost commissions"; rights end after one year at the latest	29 Sep 2026
Acquire.com	A mutual NDA, signed when the buyer requests access	The seller’s private information; instant if the seller turns on auto-sign and auto-approve	Not public; the help center does not state duration or non-circumvention terms	29 Sep 2026
Flippa	A per-listing NDA, a $199 add-on or included in Premium and Ultimate listing packages	Asset URL, name, full description and P&L attachments	Not public. Buyers who verify funds or pay $49 a month for Premium have NDAs accepted automatically	29 Sep 2026
Empire Flippers	No NDA named; the buyer verifies ID and proof of funds, then accepts terms to unlock	URL, P&L and analytics, on listings up to 1.5x the funds verified	Unlock terms not public	29 Sep 2026
Website Closers	The broker’s own online NDA, or a one-time blanket NDA for Buyer’s Club members	Listing details after signing	Its own guidance describes non-circumvention and a 12 to 24 month non-solicitation of employees; the NDA text is not public	29 Sep 2026
Quiet Light	A per-listing e-signed NDA	Listing details	Not readable; the agreement loads in a frame we could not open	29 Sep 2026
FE International	An NDA, per its FAQ	Listing details	Not published; the FAQ answer does not describe the terms	29 Sep 2026

Two patterns stand out. Every broker-led venue ties the NDA to its commission in some way, because the NDA is the document that proves a buyer came through the broker. And the self-serve marketplaces are loosening the gate rather than tightening it: Flippa and Acquire.com both let a paying or pre-verified buyer skip seller approval. If confidentiality matters more to you than speed, turn auto-approval off.

Published prices and project data, September 2026

What a confidentiality agreement for the sale of a business costs

Attorney figures are ContractsCounsel marketplace averages from completed projects, updated 29 September 2026. They are averages across all NDA types, not only business sales.

Swipe to see every column →

Route	What you pay	What you get
The venue’s standard NDA (BizBuySell, Acquire.com)	$0 to the seller	A click-through agreement you did not draft and cannot change
Flippa NDA add-on	$199, or included in Premium and Ultimate packages	A per-listing NDA each buyer must sign before seeing your P&L
Attorney review of an NDA	$380 average, 60 projects	A lawyer reads the buyer’s or venue’s NDA and marks the problems
Attorney draft, flat fee	$500 average, 57 projects	Your own NDA, one-way and seller-friendly
Attorney hourly rate for NDA work	$200 to $350 an hour	Negotiating changes a buyer asks for
Business purchase NDA, one posted project	$700 to $1,500 in 8 lawyer bids	A Colorado business purchase NDA, drafted
Business broker	Inside the commission	The broker’s NDA, which protects the broker’s fee as well as your information

For most small sales the right spend is the $380 review, not the $500 draft. The venue’s NDA is usually adequate on confidentiality and weak on the things that matter to you most: a non-solicitation of your employees and customers, and a clear remedy. Paying a lawyer to add those two clauses to a buyer’s NDA is cheaper than a custom draft and faster to get signed.

Side by side

Confidentiality on Buyouts against a standard NDA process, honestly

A fair look at what each does well. Both are useful. Here is where they differ.

Feature	Buyouts	Marketplace and broker NDAs
What protects your identity	The listing is an anonymized handle; your name and URL are never on it	The NDA, signed before the buyer sees the name
Who sees your financials	Verified metric breakdowns go to paying members only, from $99 a month	Anyone who signs the click-through, often with no payment and no proof of funds
Who gets the data room	Only buyers whose request you approve, one at a time, on Buyer Pro and above	Whoever the seller or broker sends it to; some venues auto-approve paying buyers
Hiding the sale completely	One switch makes the listing off-market so only Acquirer members see it	Only by not listing at all and running a private broker process
Fee clauses in the NDA	None; buyers pay no success fee and you owe 3% to 5% only if it sells	Broker NDAs usually bar going around the broker and can make the buyer liable for the commission
Your own NDA	You can require one before you send the data room link	Usually the venue’s standard form, not negotiable
What it fits	AI SaaS with recurring revenue, nothing else	Any business, from a laundromat to a manufacturer
Where a standard process wins	We do not negotiate a bespoke NDA for you or run a sealed auction	A broker running a competitive process can hold 20 buyers to one tightly negotiated NDA

Comparison reflects general, publicly understood positioning. Capabilities change, so check each marketplace for the latest. Trademarks belong to their owners.

Why founders and buyers pick Buyouts

One deal room built specifically for AI SaaS

The six clauses that decide whether a business sale NDA protects you

Definition. Confidential information should include the fact that the business is for sale, not only the documents you send. A buyer who tells your largest customer you are selling has done the most damage without touching a spreadsheet. Term. Rutan & Tucker, the California firm, puts the standard M&A confidentiality term at twelve to twenty-four months and notes that most buyers, private equity above all, will not sign an indefinite one. Ask for the longer end. Trade secrets such as source code can be carved out to last as long as they stay secret. Non-solicitation. The clause that stops a buyer from hiring your people or calling your customers after walking away. Faegre Drinker puts the typical non-hire period at eighteen to twenty-four months. This is the clause a venue’s standard form most often leaves out, and it matters more than anything else when the buyer is a competitor. Return or destroy. When talks end the buyer returns or destroys what you sent and, on request, certifies it in writing. BizBuySell’s platform agreement already requires this. Residuals. Buyers sometimes ask to keep whatever stays in their people’s unaided memory. If you accept, keep it narrow: ideas remembered without deliberate memorization, never documents or customer lists. Remedies. The NDA should say you can seek an injunction without proving money damages and without posting a bond. Rutan & Tucker calls this standard. It is what lets a court stop a leak in days rather than awarding damages years later.

The broker fee clause hiding inside many NDAs

On a broker-led sale the NDA does a second job: it proves which buyers came through the broker. BizBuySell’s platform-wide confidentiality agreement says the buyer "will not attempt to circumvent" the broker’s representation or commissions and "may be liable for such lost commissions." Website Closers describes non-circumvention in its own guidance as a clause that legally bars the buyer from going around the broker. For a seller that is not automatically bad news, since it discourages a buyer from calling you directly to cut the broker out. But it ties the NDA to your broker agreement. If your listing agreement has a one- or two-year tail, as the broker forms we read for our broker agreement page did, every buyer who signed the NDA is a buyer on whom you may still owe commission after the listing ends. Read both documents together before you sign either.

What to share before and after the NDA

Treat disclosure as stages, not a single event. Before any NDA: an anonymous teaser with the business type, the revenue band, the margin and the reason for selling. After the NDA: the name, three years of profit and loss, and a customer count. After a letter of intent: customer names, contracts, code access and the people. The sequence matters more than the paper. An NDA lets you sue after a leak. Staging means that by the time a buyer knows who your customers are, they have signed an LOI, put their own time and legal fees into the deal, and have a reason not to walk away and use what they learned. On Buyouts the first stage is the listing itself: verified MRR, ARR, growth and churn under an anonymous handle. The second is the data room, which opens only for buyers whose request you approve. What goes in that room, and whether you want your own NDA signed first, is your call.

Is a confidentiality agreement legally binding?

Yes. A signed NDA is a contract, and Cornell Law School’s Legal Information Institute notes that sharing information in breach of it is a breach of contract that can lead to a lawsuit, with damages that can be substantial and a preliminary injunction available. Courts generally enforce NDAs, though some statutes and public policy limit what they can restrict. A click-through agreement counts too: BizBuySell’s form is accepted electronically under the federal E-Sign Act and state UETA laws. Winning is a different question. You have to prove the buyer used or disclosed what you shared, and a buyer who already competes with you will say they knew it anyway. That is why the non-solicitation clause and staged disclosure do more practical work than the confidentiality promise itself.

Keep reading on the parts of a deal this page touches: selling without a broker, with the full cost of each route, the broker agreement clauses that sit next to the NDA, the letter of intent that follows the NDA, and what binds, the due diligence checklist a buyer works through after signing, where to list a business for sale and what each venue charges, off-market listings, the most confidential way to sell, the asset purchase agreement, where confidentiality becomes permanent, what an M&A attorney costs for the rest of the deal, how a SaaS listing runs on Buyouts from intake to close.

Good questions

Confidentiality agreements for the sale of a business, answered

No law requires one, but you should not share financials, customer data or the business name without one. Most venues impose their own: BizBuySell has every buyer accept a platform confidentiality agreement, Acquire.com uses a mutual NDA and Flippa sells a $199 per-listing NDA. A broker will always use one.

A definition that includes the fact of the sale, a term of 12 to 24 months, a non-solicitation of your employees and customers, return or destruction of shared information, limits on who at the buyer can see it, and your right to an injunction without posting a bond. Standstill clauses are usually only for public companies.

Usually 12 to 24 months in M&A, according to Rutan & Tucker, with employee non-solicitation often running 18 to 24 months. BizBuySell’s platform agreement ends at the earliest of one year, the buyer stopping pursuit of the deal, or a termination notice. Trade secrets can be protected for as long as they stay secret.

Yes. A signed NDA, including one accepted by clicking online, is an enforceable contract, and a breach can lead to damages and an injunction. Courts generally enforce them, though statutes and public policy can limit some restrictions, and you still have to prove the buyer misused what you shared.

You can sue for breach of contract and ask a court for an injunction to stop further disclosure. A well-drafted NDA lets you seek that injunction without proving money damages or posting a bond. On a broker-led sale, a buyer who goes around the broker may also owe the lost commission.

One-way, in the seller’s favor, is the norm at the start of a sale because only the seller is disclosing. Faegre Drinker notes early M&A NDAs often bind only the buyer. Acquire.com uses a mutual NDA; that is fine when a buyer shares proof of funds or its own plans with you.

ContractsCounsel reports an average of $500 to draft an NDA on a flat fee and $380 to review one, from project data updated 29 September 2026. Hourly rates for NDA work run $200 to $350. One posted Colorado business purchase NDA drew eight lawyer bids from $700 to $1,500.

Before they see anything that identifies the business: the name, the URL, the financial statements or the customer list. An anonymous teaser with the business type and revenue band can go out first. Customer names, contracts and code should wait until after a letter of intent.

Not usually a fee to the broker, but it can make the buyer liable for the commission if they go around the broker. BizBuySell’s agreement says exactly that. Some brokers also charge buyer-side fees under separate agreements, so a buyer should read everything the broker sends before signing.

List anonymously, share in stages, and make every buyer sign an NDA before they learn your name. Keep employees out of it until a letter of intent is signed. On Buyouts an AI SaaS listing is an anonymous handle, data rooms open only when you approve a request, and an off-market switch hides the listing from the public board.

More comparisons

See how Buyouts compares

vs Acquire.com

Acquire.com alternative

An AI-SaaS-native marketplace with verified metrics, published multiples and vetted buyers, not a generalist startup listing wall.

vs Flippa

Flippa alternative

A curated, metrics-verified, vetted-buyer marketplace for AI SaaS, not a high-volume auction wall.

vs MicroAcquire

MicroAcquire alternative

An AI-SaaS-focused marketplace with verified metrics and real deal-flow tooling, not a generalist micro-startup feed.

vs Empire Flippers

Empire Flippers alternative

A self-serve, AI-SaaS-native marketplace with published multiples and escrow, not a content and eComm brokerage.

vs FE International

FE International alternative

A self-serve, AI-SaaS-native marketplace with verified metrics and published multiples, not a high-minimum sell-side advisory.

vs Quiet Light

Quiet Light Brokerage alternative

A self-serve, AI-SaaS-native marketplace with verified metrics and published multiples, not a mid-market advisory engagement.

See how buying works See how selling works See pricing

The deal room for AI SaaS, not a yard sale

Buy with verified metrics, published multiples and escrow-backed closes, or list your AI SaaS to a pool of vetted, capital-qualified buyers.

Listings, metrics and buyers shown are illustrative product UI · valuation content is educational, not a guaranteed sale price or return · trademarks belong to their owners