Non-Disclosure Agreement (NDA) Template

A Non-Disclosure Agreement (NDA), also known as a confidentiality agreement, is one of the most fundamental protective legal documents in business. Before sharing sensitive business information — with a potential partner, employee, contractor, or investor — an NDA establishes the legal boundaries for how that information can be used.

This NDA template covers both mutual (bilateral) and one-way (unilateral) confidentiality arrangements. The mutual NDA is appropriate when both parties are sharing confidential information with each other, such as in a business partnership discussion. The one-way NDA protects your confidential information when sharing it with an employee or contractor.

Key provisions include: definition of confidential information, exclusions from confidentiality, obligations of the receiving party, permitted disclosures, duration of the agreement, return of information upon request, and remedies for breach. Each clause is written in clear, plain language.

Note that NDA enforceability varies by jurisdiction. Always have legal counsel review before using this document in high-stakes situations.