What is an NDA (Non-Disclosure Agreement)?

A Non-Disclosure Agreement (NDA), also known as a confidentiality agreement, is a legally binding contract that establishes a confidential relationship between two or more parties. The party or parties signing the agreement agree that sensitive information they may obtain will not be made available to others.

NDAs are commonly used to protect trade secrets, business plans, customer lists, financial information, and other proprietary data from being disclosed to competitors, the public, or unauthorized individuals.

Types of NDAs

  • Unilateral NDA: One party discloses confidential information to another party who agrees to keep it secret.
  • Mutual NDA (Bilateral): Both parties share confidential information and agree to protect each other's secrets.
  • Multilateral NDA: Three or more parties share confidential information.

What's Included in This NDA Template

Our free NDA template includes all essential clauses for a comprehensive confidentiality agreement:

  1. Definition of Confidential Information - Clearly defines what information is protected
  2. Obligations of Receiving Party - Outlines duties to protect the information
  3. Exclusions from Confidentiality - Specifies what is not considered confidential
  4. Time Period - Duration of the confidentiality obligation
  5. Return of Materials - Requirements for returning or destroying materials
  6. Remedies - Legal remedies available for breach of agreement
  7. General Provisions - Governing law, entire agreement, amendments

Template Preview

NON-DISCLOSURE AGREEMENT

This Non-Disclosure Agreement ("Agreement") is entered into as of [DATE] by and between:

Disclosing Party: [COMPANY/INDIVIDUAL NAME]
Address: [ADDRESS]

Receiving Party: [COMPANY/INDIVIDUAL NAME]
Address: [ADDRESS]

1. DEFINITION OF CONFIDENTIAL INFORMATION

"Confidential Information" means any and all information or data, whether oral, written, electronic, or visual, that has or could have commercial value or other utility in the business in which the Disclosing Party is engaged...

[Download full template to see all sections]

When to Use an NDA

Non-Disclosure Agreements are essential in many business situations:

  • When hiring employees or contractors who will access sensitive information
  • During business negotiations or potential partnerships
  • When presenting ideas to potential investors
  • When sharing proprietary information with vendors or suppliers
  • During mergers and acquisitions due diligence
  • When collaborating with other businesses on projects

How to Use This NDA Template

  1. Download the template in your preferred format (PDF, Word, or Google Docs)
  2. Fill in the parties' information including names, addresses, and contact details
  3. Define the confidential information that will be protected
  4. Specify the duration of the confidentiality obligation
  5. Add any specific exclusions relevant to your situation
  6. Have both parties sign the agreement (you can use Signatly for free!)

💡 Pro Tip: Sign Your NDA Digitally

After customizing your NDA, use Signatly to get it signed electronically. Digital signatures are legally binding and much faster than paper signatures.

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Frequently Asked Questions

Is this NDA template legally binding?

Yes, when properly executed (signed by all parties), this NDA template creates a legally binding agreement. The template has been reviewed by legal professionals and complies with standard contract law requirements. For high-stakes situations, we recommend having an attorney review the agreement.

Can I modify this NDA template?

Absolutely! This template is fully customizable. You can modify the confidentiality terms, duration, exclusions, and other clauses to fit your specific needs. The Word and Google Docs versions make editing easy.

How long should an NDA last?

NDA duration varies based on the type of information being protected. Common durations range from 2-5 years, though trade secrets may require perpetual protection. Our template allows you to specify any duration that suits your needs.

Do I need a lawyer to create an NDA?

For most standard business situations, our professionally drafted template will suffice. However, for complex situations involving significant intellectual property, large financial stakes, or unique circumstances, consulting with an attorney is advisable.