Non-Disclosure Agreement (NDA) Template
Create a professional, legally-structured Non-Disclosure Agreement (NDA) in minutes. Fill in your details, generate, and download your confidentiality agreement
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A Non-Disclosure Agreement (NDA) template you can customize and download in minutes
A Non-Disclosure Agreement (NDA); also called a confidentiality agreement or secrecy agreement is a legally-structured contract that protects sensitive information shared between two parties. Whenever you're about to discuss a deal, partnership, investment, or product idea and need to share trade secrets, financial data, customer lists, or proprietary plans, an NDA keeps that information confidential and sets clear rules for how it can be used.
This NDA template lets you generate a complete, ready-to-sign confidentiality agreement online. Just answer a few simple questions; the names and addresses of both parties, what the deal is about, how long confidentiality should last, and where any dispute would be resolved; and your personalized Non-Disclosure Agreement is generated instantly, ready to download as PDF or Word.
Mutual NDA - protects both sides
This is a mutual (two-way) Non-Disclosure Agreement, meaning both parties can share and receive confidential information and both are equally bound to protect it. That makes it ideal for partnerships, joint ventures, vendor and supplier talks, mergers and acquisitions, and any negotiation where information flows in both directions. If you only need one side protected, you can still use it — simply leave the other party's disclosures out in practice.
What this NDA template includes
- Clear definitions of Confidential Information, Proprietary Information, the Disclosing Party and the Receiving Party
- Confidentiality obligations; how each party must protect, store, copy and restrict access to the other's information
- Permitted disclosures; who is allowed to see the information (advisers, employees, agents) and on what terms
- Forced/legal disclosure rules for when a court or regulator requires disclosure
- Return or destruction of confidential information when discussions end
- A configurable confidentiality term (e.g. two years) with trade secrets protected indefinitely
- Warranties, governing law, and a full arbitration / dispute-resolution clause
- A notices block and a two-signatory signing block for each party
How to create your Non-Disclosure Agreement
1. Open the template and click Generate.
2. Answer the guided questions; party names, addresses, the proposed transaction, confidentiality period, governing country, and signatories.
3. Generate the document; your details are merged into the agreement automatically.
4. Review and download your NDA as PDF or Word, then sign.
Who is this NDA for?
Startups protecting an idea, businesses onboarding a vendor or contractor, founders pitching investors, agencies sharing client data, or any two organizations entering negotiations. The wording is jurisdiction-agnostic; you choose the governing law and arbitration venue, so the same template works whether you're in Nigeria or anywhere else.
Disclaimer: This template is provided for convenience and general information only and is not legal advice. Confidentiality and contract laws vary by country and situation. For high-value or complex matters, have the final agreement reviewed by a qualified lawyer before signing.
- Professional formatting and layout
- Easy customization with guided questions
- Multiple export formats: pdf, docx
- Legally reviewed and compliant
- Instant download after generation
What is a Non-Disclosure Agreement (NDA)?
A Non-Disclosure Agreement (NDA), also known as a confidentiality agreement, is a legally-structured contract in which one or both parties agree to keep certain shared information secret and to use it only for an agreed purpose. It protects sensitive material; such as business plans, financial data, customer lists, designs and trade secrets; from being disclosed to others or misused.
What's the difference between a mutual NDA and a one-way NDA?
A one-way (unilateral) NDA protects information flowing from one party to the other; common when a company shares secrets with a contractor. A mutual (two-way) NDA, like this template, protects information shared in both directions, so each party is both a Disclosing Party and a Receiving Party. Mutual NDAs are best for partnerships, joint ventures and negotiations where both sides exchange confidential information.
When should I use an NDA?
Use an NDA before you share anything confidential; ideally at the very start of discussions. Typical moments include exploring a partnership or joint venture, onboarding a vendor, contractor or freelancer, pitching to investors, negotiating a merger or acquisition, or showing a prototype or product roadmap. Signing first means your information is protected from the first conversation.
What information does this NDA protect?
It protects Confidential Information and Proprietary Information disclosed in any form — written, oral, electronic or samples. This includes business, operational and financial information, strategies, customer data and lists, designs, forecasts, formulas, know-how, ideas, inventions, marketing and product plans, prototypes, research, specifications and trade secrets; whether or not it is explicitly marked "confidential".
What is the difference between Confidential Information and Proprietary Information?
Confidential Information is the broad category of any sensitive information a party shares and expects to be kept secret. Proprietary Information is a subset focused on material a party actually owns; trade secrets, financial and marketing information, and the existence and details of the transaction itself, along with any notes, copies or reports derived from it. This template defines and protects both.
How long does the confidentiality obligation last?
You set the duration when you generate the document. By default the agreement runs for a fixed term (for example, two years from the last disclosure), while trade secrets stay protected indefinitely. The template also keeps each party bound for a minimum period after discussions end, even if no deal is reached. You can adjust all of these durations to fit your needs.
Is this NDA legally binding?
Yes; once both parties sign, an NDA is a binding contract. This template includes the essential elements courts look for: clearly identified parties, a defined purpose, obligations of confidentiality, a term, governing law and a dispute-resolution clause. That said, enforceability depends on your local laws and how the agreement is used, so for high-stakes matters have it reviewed by a qualified lawyer.
Can I use this NDA outside my country?
Yes. The template is jurisdiction-agnostic; you choose the governing law (the country whose laws apply), the arbitration venue, the language and the arbitration rules. This lets you tailor the same NDA to your country or to wherever your counterparty is based.
What happens if someone breaks the NDA?
The agreement provides that a breach can cause serious and irreparable harm, so the affected party may seek not only damages but also injunctive relief and specific performance (a court order to stop the misuse). Disputes are first addressed through good-faith negotiation and, if unresolved, through binding arbitration as set out in the agreement.
Who needs to sign, and how many signatories are there?
Both parties must sign for the NDA to take effect. This template provides a signing block with two signatory slots per party (for example, two directors or authorized officers), each capturing a name, title and signature. You can fill in one or both slots depending on your company's signing requirements.
How do I create and download my NDA?
Open the template, click Generate, and answer the guided questions about the parties, the deal, the confidentiality period and the signatories. Your details are merged into the agreement automatically, and you can review and download the finished NDA as a PDF or Word document, ready to sign.
Can I customize the clauses in this template?
Yes. Every detail that varies; party names and addresses, the proposed transaction, confidentiality term, governing law, arbitration venue and signatories; is a fill-in field. The fixed legal clauses provide a solid, balanced framework, and you can further edit the generated document before signing if your situation needs specific changes.
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