The TOEIC Reading section often includes questions related to business topics, including non-disclosure agreements. Let’s practice with a sample test focusing on this theme.
Part 1: Incomplete Sentences
-
The company requires all employees to sign a __ agreement to protect sensitive information.
A) disclosure
B) confidentiality
C) privacy
D) secrecy -
The __ of the agreement states that it will remain in effect for five years after termination of employment.
A) clause
B) paragraph
C) sentence
D) duration -
Violating the terms of the non-disclosure agreement may result in legal __.
A) consequences
B) results
C) effects
D) impacts -
The agreement __ employees from sharing trade secrets with competitors.
A) prohibits
B) allows
C) encourages
D) permits -
Any breach of confidentiality must be __ to the legal department immediately.
A) reported
B) told
C) said
D) spoken -
The non-disclosure agreement __ both parties’ rights and obligations regarding confidential information.
A) outlines
B) describes
C) explains
D) defines -
Employees must __ to the terms of the agreement before accessing sensitive data.
A) agree
B) consent
C) approve
D) accept -
The agreement includes a __ clause that specifies the financial penalties for breaches.
A) liquidated damages
B) monetary punishment
C) financial consequence
D) penalty fee -
Confidential information must be __ securely when not in use.
A) stored
B) kept
C) held
D) maintained -
The agreement __ employees from using confidential information for personal gain.
A) prevents
B) stops
C) halts
D) ceases -
Any __ to the agreement must be made in writing and signed by both parties.
A) changes
B) modifications
C) alterations
D) amendments -
The non-disclosure agreement is __ upon signing and remains in effect until terminated.
A) binding
B) effective
C) valid
D) legal -
Employees are required to __ all confidential materials upon termination of employment.
A) return
B) give back
C) hand over
D) relinquish -
The agreement defines “confidential information” in __ terms to avoid ambiguity.
A) specific
B) precise
C) exact
D) accurate -
Failure to comply with the agreement may result in __ termination of employment.
A) immediate
B) instant
C) sudden
D) prompt -
The non-disclosure agreement __ employees from disclosing information even after leaving the company.
A) restricts
B) limits
C) constrains
D) confines -
Employees must __ utmost care when handling sensitive information covered by the agreement.
A) exercise
B) practice
C) perform
D) conduct -
The agreement includes a __ that allows for exceptions in cases of legal requirements.
A) provision
B) stipulation
C) condition
D) term -
Confidential information shared with third parties must be __ by a separate agreement.
A) covered
B) protected
C) safeguarded
D) secured -
The non-disclosure agreement is __ by the laws of the state in which the company operates.
A) governed
B) ruled
C) controlled
D) managed -
Employees are __ from using confidential information in any future employment.
A) prohibited
B) banned
C) barred
D) excluded -
The agreement requires employees to __ any potential conflicts of interest that may arise.
A) disclose
B) reveal
C) expose
D) uncover -
__ of the non-disclosure agreement may lead to legal action by the company.
A) Violation
B) Infringement
C) Contravention
D) Breach -
The agreement __ specific procedures for reporting suspected breaches of confidentiality.
A) establishes
B) sets up
C) creates
D) founds -
Employees must __ to maintain the confidentiality of information even in casual conversations.
A) strive
B) attempt
C) endeavor
D) try -
The non-disclosure agreement __ employees from reverse engineering proprietary products.
A) forbids
B) bans
C) disallows
D) proscribes -
Any __ of the agreement’s terms must be approved by the legal department.
A) interpretation
B) explanation
C) clarification
D) elucidation -
The agreement __ severe penalties for intentional disclosure of confidential information.
A) imposes
B) enforces
C) inflicts
D) administers -
Employees are required to __ any accidental disclosure of confidential information immediately.
A) report
B) inform
C) notify
D) alert -
The non-disclosure agreement is an __ part of the employment contract for all new hires.
A) integral
B) essential
C) crucial
D) vital
Steps for drafting non-disclosure agreements
Part 2: Text Completion
Text 1:
Non-disclosure agreements (NDAs) are crucial documents in the business world, designed to protect sensitive information. When (31) __ an NDA, it’s important to clearly define what constitutes confidential information. This definition should be (32) __ enough to cover all necessary aspects but not so broad that it becomes unenforceable. The agreement should also specify the (33) __ for which the confidential information can be used. Additionally, the NDA must outline the (34) __ of both parties in maintaining confidentiality.
-
A) drafting
B) writing
C) creating
D) composing -
A) specific
B) general
C) vague
D) ambiguous -
A) purpose
B) reason
C) cause
D) motive -
A) obligations
B) duties
C) responsibilities
D) tasks
Text 2:
The duration of an NDA is a critical component that must be clearly stated. Some agreements are (35) __ for a specific period, while others may be (36) __ indefinitely. It’s essential to include provisions for the (37) __ or destruction of confidential information once the agreement expires. The NDA should also address what happens if there’s a (38) __ of the agreement, including potential legal consequences and remedies.
-
A) valid
B) legal
C) binding
D) effective -
A) ongoing
B) continuous
C) perpetual
D) endless -
A) return
B) restitution
C) restoration
D) repatriation -
A) breach
B) violation
C) infringement
D) contravention
Text 3:
When drafting an NDA, it’s important to consider the (39) __ in which it will be enforced. Different jurisdictions may have varying laws regarding the (40) __ of such agreements. The document should include a clause specifying which state or country’s laws will (41) __ any disputes. It’s also wise to include a (42) __ clause, which allows the rest of the agreement to remain valid even if one part is found to be unenforceable.
-
A) jurisdiction
B) territory
C) region
D) area -
A) enforcement
B) implementation
C) execution
D) application -
A) govern
B) control
C) regulate
D) manage -
A) severability
B) divisibility
C) separability
D) partibility
Text 4:
NDAs often include provisions for (43) __ ownership of any intellectual property created during the course of the business relationship. This is particularly important in collaborations or employment situations where new ideas or inventions may be (44) __. The agreement should clearly state who retains the rights to such creations. Additionally, many NDAs include a (45) __ clause, which prevents the receiving party from using the confidential information to compete with the disclosing party. Finally, the agreement should outline the (46) __ for resolving any disputes that may arise, such as mediation or arbitration.
-
A) intellectual
B) mental
C) cognitive
D) cerebral -
A) developed
B) created
C) produced
D) generated -
A) non-compete
B) competition
C) rivalry
D) contest -
A) process
B) procedure
C) method
D) approach
understanding intellectual property in contracts is crucial when drafting non-disclosure agreements, especially in situations involving potential innovations or creative work.
Answer Key
Part 1: Incomplete Sentences
- B) confidentiality
- A) clause
- A) consequences
- A) prohibits
- A) reported
- A) outlines
- B) consent
- A) liquidated damages
- A) stored
- A) prevents
- D) amendments
- A) binding
- A) return
- B) precise
- A) immediate
- A) restricts
- A) exercise
- A) provision
- C) safeguarded
- A) governed
- A) prohibited
- A) disclose
- D) Breach
- A) establishes
- C) endeavor
- A) forbids
- A) interpretation
- A) imposes
- C) notify
- A) integral
Part 2: Text Completion
- A) drafting
- A) specific
- A) purpose
- C) responsibilities
- C) binding
- C) perpetual
- A) return
- A) breach
- A) jurisdiction
- A) enforcement
- A) govern
- A) severability
- A) intellectual
- A) developed
- A) non-compete
- B) procedure
This practice test covers various aspects of non-disclosure agreements, helping TOEIC test-takers familiarize themselves with relevant vocabulary and concepts. Remember to review any unfamiliar terms and practice regularly to improve your performance in the TOEIC Reading section.
