contracts

NDA in Greece: Template, Key Clauses and Local Law (2026)

Adira EditorialLegal AI desk4 min read

What an NDA does in Greece A non-disclosure agreement (NDA), in Greek a symfonia emfisteftikotitas, is a contract that stops a party from using or disclosing confidential information it receives. Greek businesses use NDAs before sharing figures in a deal, when engaging suppliers, during investment talks, and with staff and contractors who will handle sensitive material. Greece protects confidential business information by statute through Law 4605/2019, which transposed the EU Trade Secrets Directive (2016/943). This created Greece's first dedicated framework for trade secrets, filling a gap that intellectual property law had left open. Under the law a trade secret is protected if it is secret, meaning not generally known or readily accessible; it has commercial value because it is secret; and its lawful holder has taken reasonable steps to keep it secret. Crucially for NDAs, using or disclosing a trade secret in breach of a confidentiality agreement or a contractual duty not to disclose is an unlawful act, and the holder can seek damages, injunctions and recall of infringing goods. This statute works alongside the older unfair competition Law 146/1914. An NDA builds on this floor. It defines clearly what is confidential between the parties, which removes the argument about whether information really was a trade secret. It can cover information that falls short of the strict trade secret test. And through the Greek Civil Code it can attach a penalty clause for breach, which is easier to enforce than proving loss. Statute and contract therefore reinforce each other. ## Key clauses a Greek NDA should contain Definition of confidential information. Be specific about what is covered, in what forms, and whether marking is required. Overbroad definitions are read down under the good faith principle of the Civil Code. Permitted purpose. State the single reason the information is shared. Use beyond that purpose is a breach. Exclusions. Information already public, already known to the recipient, independently developed, or lawfully obtained from a third party. Obligations. No use outside the purpose, disclosure only to named recipients who are themselves bound, reasonable security steps, and return or destruction on request. Duration. Two to five years is common for commercial NDAs, while genuine trade secrets can be protected for as long as they stay secret. Endless or blanket durations invite challenge. Penalty clause. The Civil Code (Article 404 and following) recognises an agreed penalty (poini) for breach, which fixes the payable sum without proving loss. A court can reduce an excessive penalty, so keep it proportionate. Personal data. Where personal data is shared, the GDPR applies directly in Greece, supervised by the Hellenic Data Protection Authority. An NDA does not replace a data processing agreement where one is required. Governing law and disputes. Greek law, and a chosen forum, the competent Greek courts or arbitration. ## Employees, contractors and the limits of an NDA Employees owe duties of good faith and confidentiality during employment, and the trade secret law protects the employer's secrets against misuse. After employment ends, statutory protection narrows, which is why employers use NDAs to extend confidentiality beyond the end date. Keep the NDA distinct from a post-termination non-compete, which raises separate and stricter enforceability questions under Greek employment law, including reasonableness and, in many cases, compensation. Do not try to turn an NDA into a non-compete. An NDA also depends on you actually guarding the information. Because the trade secret law protects only information whose holder took reasonable steps to keep it secret, you should combine the NDA with access controls, document marking and limited copies. A signed NDA over information you left open is weak protection. ## A simple NDA structure you can adapt 1. Parties and date.

  1. Purpose of disclosure.
  2. Definition of confidential information.
  3. Exclusions.
  4. Recipient obligations and permitted recipients.
  5. Security measures.
  6. Return or destruction of information.
  7. Duration of the confidentiality duty.
  8. Penalty clause under the Civil Code.
  9. Data protection, where personal data is involved.
  10. Governing law (Greek) and disputes.
  11. Signatures. Decide whether the NDA is one way or mutual. Mutual NDAs suit two businesses exploring a deal. This is a starting point, not legal advice; have a Greek lawyer review anything high value. ## Keeping NDAs and their duties in one place An NDA is quick to sign and easy to forget. The real work begins afterwards: knowing which counterparties are bound, when each duty expires, what purpose each one allows, and where the signed version is when a breach is suspected. Across inboxes and shared drives, that protection is hard to use when you need it. The useful idea is that drafting an NDA, checking its scope and penalty, and tracking its duration and obligations are one connected job, and it is far easier when the document and its dates live in one place. That single workspace idea is what Adira is built around for business contracts. Adira is India first today, with other jurisdictions on its roadmap, so for Greece specific points such as Law 4605/2019 or Civil Code penalty clauses you would confirm the detail with Greek counsel. The direction holds anywhere: confidentiality you can rely on is confidentiality you can find, track and enforce from one place.

Frequently asked questions

Are NDAs enforceable in Greece?
Yes. NDAs are enforceable as contracts under Greek freedom of contract, and they are reinforced by Law 4605/2019, which transposed the EU Trade Secrets Directive and makes it unlawful to use or disclose a trade secret in breach of a confidentiality agreement. A court can still read down an overbroad definition or reduce an excessive penalty under the Civil Code.
What does Law 4605/2019 protect?
It protects trade secrets, defined as information that is secret, has commercial value because it is secret, and has been subject to reasonable steps by its holder to keep it secret. Using or disclosing such a secret in breach of a confidentiality duty is unlawful, and the holder can seek damages, injunctions and recall of infringing goods. It works alongside the older unfair competition Law 146/1914.
Can a Greek NDA include a penalty for breach?
Yes. The Greek Civil Code recognises an agreed penalty (Article 404 and following) that fixes the sum payable on breach without proving actual loss. The penalty must be proportionate, because a court can reduce one it considers excessive. A reasonable, clearly drafted penalty is a strong practical deterrent.
How long should a Greek NDA last?
Two to five years is common for commercial NDAs, while genuine trade secrets can be protected for as long as they remain secret. Endless or blanket durations invite challenge under the good faith principle of the Civil Code, so tie the period to how long the information actually stays sensitive.
Is an NDA the same as a non-compete in Greece?
No. A confidentiality duty restricts use and disclosure of information. A post-termination non-compete restricts where a person can work and raises separate, stricter enforceability questions under Greek employment law, including reasonableness and often compensation. Keep the two clauses distinct and do not use an NDA to impose a non-compete.
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