Non-Disclosure Agreement (NDA) Template

Table of Contents

• What Is a Non-Disclosure Agreement?
• Types of Non-Disclosure Agreements
• State-Specific NDA Laws & Requirements
• What to Include in an NDA?
• How to Create a Non-Disclosure Agreement
• Sample Non-Disclosure Agreement
• How Long Do Non-Disclosure Agreements Last?
• Are NDAs Enforceable?
• How Legal Templates Can Help With NDAs
• Frequently Asked Questions

What Is a Non-Disclosure Agreement?

A non-disclosure agreement (NDA) is a legal contract that helps keep sensitive information private. It defines what must stay confidential, who is responsible for protecting it, and how long the agreement lasts. If someone breaks the agreement, the NDA outlines what legal action the other party can take.

NDAs can be legally binding if they follow state laws and are properly signed. There are two main types to choose from. First, a mutual NDA means both parties agree to keep information private. In contrast, a unilateral NDA means only one party is restricted from sharing certain details.

No matter your situation, our NDA template makes it easy to create an agreement that fits your needs. You can customize it for business deals, employee contracts, partnerships, and more.

Types of Non-Disclosure Agreements

Non-disclosure agreements (NDAs) protect confidential information in many situations. You can use them for business deals, employment contracts, real estate transactions, and financial agreements. Some NDAs are general, while others are designed for specific industries like technology, healthcare, or intellectual property.

To make it easy, we’ve grouped the most common NDA types below. Explore the options and choose the template that best fits your needs.

Standard NDAs

These agreements cover common confidentiality needs for individuals and businesses. You can customize our NDA templates to fit your specific situation.

Employment & Contractor NDAs

Companies use these NDA templates to protect sensitive business information shared with employees, contractors, and interns.

Business & Financial NDAs

These agreement templates are designed for business sales, partnerships, financial transactions, and company plans.

Real Estate NDAs

When sharing property details with buyers, sellers, or tenants, these NDA templates help protect confidential discussions.

Industry-Specific NDAs

Certain industries require specialized NDAs to protect trade secrets, intellectual property, or project details.

State-Specific NDA Laws & Requirements

Non-disclosure agreements (NDAs) must follow state laws to be legally enforceable. While the core terms are the same, each state sets its own rules on trade secrets, confidentiality, and enforcement.

Find out how NDA laws apply in your state and create a contract that meets local legal standards.

What to Include in an NDA?

A strong NDA must include key elements to be enforceable and protect sensitive information. If you use our NDA template, all essential clauses are built in. However, if you’re writing your own, make sure to include the following:

• Parties Involved: Clearly name the disclosing and receiving parties to avoid loopholes. If multiple entities are involved, list them explicitly.
• Definition of Confidential Information: Be specific. Instead of vague terms like “all information,” list written, verbal, electronic, or visual data covered under the NDA.
• Obligations of the Receiving Party: State what the recipient can and cannot do with the confidential information. Example: They can review the data for a partnership but cannot use it for personal gain.
• Duration of the Agreement: Courts favor NDAs with clear time limits. A trade secret NDA may last 5–10 years, while a product development NDA may expire in 1–3 years.
• Remedies for Breach: Outline what happens if someone violates the NDA. Common remedies include mediation, arbitration, or legal action.
• Exclusions: NDAs do not apply to public knowledge, independently developed information, or data the recipient already had permission to share.

How to Create a Non-Disclosure Agreement

It’s essential to get your NDA just right. When written thoughtfully, it can ensure private details are only disclosed to those you intend to share them with.

1. Choose the Right Type of NDA

Start by choosing the right NDA for your situation. If you’re in a specialized industry, you can ensure that you choose the right agreement format.

You can also consider who’s sharing information, as this detail can dictate the type of NDA you choose. A mutual NDA is useful when both parties share confidential information, such as during a partnership. Alternatively, a unilateral NDA is for when only one party discloses sensitive information.

2. Define the Scope of Confidential Information

Confidential information must be clearly defined, but you don’t need to detail every document and piece of work. For example, you might be able to describe “confidential information” as “all documents labeled ‘Confidential.'”

When you use our template, you can choose which types of information you want to remain private. You can define it as “All information shared with the receiving party” or “Only specific information.” If you choose “Only specific information,” you can further narrow it down by business category.

3. Specify Exclusions

Specify widely accepted exceptions to ensure your NDA isn’t too restrictive. For example, suppose the receiving party worked with you on a previous project. Any knowledge they gained from the previous project would be excluded from the current NDA.

You can also specify any non-standard exclusions that you want to include. For example, an employee may gain general knowledge when working for you. You may clarify they can use this knowledge elsewhere if it’s not tied to specific proprietary details.

4. Finalize Terms & Obtain Signatures

Everyone must agree on all terms and sign the final NDA before it is a legal contract. It’s a good idea to have a legal professional review your final NDA before you sign it.

Before signing, you may choose to incorporate additional clauses. For example, you may decide to include a non-compete clause. This kind of clause bans the recipient from working with competitors. You must write the clause to keep it reasonable and fair to all parties. For example, your non-compete clause must not be indefinite. It must also only apply to specific areas where your business has interests.

Sample Non-Disclosure Agreement

Below is a sample non-disclosure agreement you can review to see how NDA forms are typically structured. When you’re ready to create your own, try our Non-Disclosure Agreement template builder for free. You can customize the NDA form to fit your needs and download the final agreement in PDF or Word format.

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How Long Do Non-Disclosure Agreements Last?

The length of a non-disclosure agreement depends on the terms set in the contract. Some NDAs last for a specific time period—such as two to five years—while others remain in effect indefinitely, especially when protecting trade secrets.

Most NDAs last as long as the confidential information needs protection. However, courts may not enforce overly long NDAs if they seem unreasonable or too restrictive. To avoid confusion, always clearly state the duration in your NDA.

Are NDAs Enforceable?

Yes, NDAs can be legally binding—as long as they meet certain legal requirements. To help make your NDA enforceable, be sure to:

• Clearly define what information is confidential
• Set a reasonable time limit for confidentiality
• Make sure both parties benefit from the agreement
• Follow your state’s laws and avoid clauses that go against public policy

NDAs may be challenged in court if they’re too broad, last too long, or try to restrict things like reporting discrimination. Some states, like Washington’s Silenced No More Act, limit how NDAs can be used in employment settings. To avoid these issues, our non-disclosure agreement template includes pre-written clauses that follow legal best practices and give both parties fair protection.

If someone violates an NDA, you may be able to take legal action. A common first step is to send a Violation of NDA Cease and Desist Letter to demand the other party stop disclosing the information.

How Legal Templates Can Help With NDAs

Our NDA template is designed to follow legal guidelines and adapt to your state’s requirements. Whether you need a one-way or mutual agreement, it includes all the key clauses—like confidentiality terms, duration, and remedies—so you can create a complete, enforceable document.

Just enter your information, customize it if needed, then download and sign. It’s fast, flexible, and built to protect your business.

Frequently Asked Questions