The core idea
An NDA is a written promise that the receiving party will protect specified information and only use it for an agreed purpose.
NDAs are common in business deals, hiring, and partnerships where one or both sides will see information that is not public.
Mutual vs one-way NDAs
A one-way (unilateral) NDA is used when only one side will share confidential information.
A mutual NDA is used when both sides will exchange sensitive information — common in partnerships or M&A conversations.
Typical clauses
A standard NDA usually includes:
- Definition of 'confidential information'
- Standard exclusions (already public, independently developed, required by law)
- Permitted purpose for using the information
- Term and survival of obligations
- Remedies for breach
- Governing law and signatures
When NDAs are commonly used
Examples include pitching investors, onboarding contractors who will see private data, exploring partnerships, and sharing prototypes for evaluation.
Frequently asked
- Is an NDA legally enforceable?
- Generally yes, when the terms are reasonable and the information is genuinely confidential. Enforcement varies by jurisdiction.
- How long do NDAs last?
- Typical terms range from 2–5 years, with trade secrets often protected indefinitely while they remain secret.
- Can I send an NDA after sharing information?
- Yes, but it is much weaker. NDAs are most effective when signed before sensitive information is disclosed.
- Does LegalDocBuilder.com give legal advice on NDAs?
- No. We provide educational resources and an NDA document builder. We do not provide legal advice or create an attorney-client relationship.
LegalDocBuilder.com is a document preparation platform, not a law firm, and does not provide legal advice or representation. For complex matters, review your documents with a licensed attorney in your jurisdiction.