Non-Disclosure Agreement (NDA) Template
Free mutual NDA template in plain English. Covers confidential info, obligations, term, and governing law. Fill the brackets and sign online.
A non-disclosure agreement (NDA) is a contract in which two or more parties agree to keep certain information secret. This template is a mutual NDA, meaning both sides share confidential information and both sides promise to protect it. That makes it a good fit for early conversations between two companies, a founder and a potential partner, or any pair of parties exploring a deal where each will reveal sensitive details. If only one side is disclosing, a one-way NDA may suit you better, but a mutual version rarely hurts and is often easier to get signed.
The core of any NDA is a clear definition of what counts as confidential information, what the receiving party may and may not do with it, how long the obligation lasts, and which exceptions apply (for example, information that becomes public through no fault of the recipient). This template walks through each of those pieces with bracketed placeholders so you can adapt it to your situation. It is intentionally generic and plain-spoken so non-lawyers can read and understand what they are signing.
Use it when you want a fast, no-friction way to put confidentiality terms in writing before sharing pricing, source code, customer lists, business plans, or other trade secrets. Fill in the parties, the effective date, the term, and the governing law, then have everyone sign. Signing electronically captures who agreed, when, and from where, and produces a tamper-evident audit trail you can rely on if the agreement is ever questioned.
When to use it
- Before sharing pricing, financials, source code, or product roadmaps with another company
- Exploratory talks about a partnership, acquisition, or investment before any formal deal
- Onboarding a contractor, vendor, or advisor who will see sensitive internal information
- Pitching an idea to a potential customer or manufacturer who needs to evaluate the details
- Any two-way conversation where both sides will reveal trade secrets and want it in writing
Learn more
Template FAQ
In a mutual NDA, both parties disclose confidential information and both are bound to protect it. In a one-way (or unilateral) NDA, only one party discloses and only the other party has confidentiality obligations. This template is mutual, which is common when two companies explore a deal together. If only one side is sharing, you can adapt it by limiting the obligations to the receiving party.
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