Create a clear, professional non-disclosure agreement (NDA) to keep shared information confidential. Choose a mutual or one-way agreement, add optional clauses, and pick your governing law.
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A non-disclosure agreement (NDA) is a contract that keeps shared information confidential. Before two businesses explore a partnership, before you pitch an idea to an investor, or before a contractor sees your customer data, an NDA sets the ground rules: what is secret, how it can be used, and what happens if it leaks.
An NDA does two jobs at once. It creates a legal obligation to keep quiet, and it signals professionalism — that you take your confidential information seriously.
Use an NDA whenever you are about to share information you would not want a competitor to see. Common moments include evaluating a potential business deal, hiring a freelancer or agency, raising investment, or discussing an acquisition.
If both sides will exchange sensitive information, choose a mutual NDA. If only one side is disclosing — for example, you are showing a prototype to a potential supplier — a one-way NDA is usually enough.
A clear definition of what counts as confidential, a stated purpose that limits how the information can be used, sensible exclusions (so genuinely public information is not covered), and a realistic confidentiality period.
Optional clauses — such as return of materials, non-solicitation, or non-competition — can strengthen an NDA, but each should be used only when it fits the situation and the local law. Our generator lets you add or remove these and explains each one in plain English.
Each section is written in clear language. Optional clauses can be switched on or off when you generate the document.
Defines what counts as confidential. It is written broadly so that information shared in writing, out loud, or by showing something is all covered.
The core promise: keep the information secret, use it only for the stated purpose, and only share it with people who genuinely need it and are themselves bound to confidentiality.
Information that is not protected — for example, things already public or that the receiving party already knew. It also explains what to do if a court or law forces disclosure.
How long the agreement and the duty of confidentiality last. Trade secrets stay protected for as long as they remain secret.
Lets the disclosing party demand its materials back (or have them destroyed) when the relationship ends.
Sharing information does not give the receiver any ownership or rights to it, and nobody is forced to go ahead with a deal.
Stops the parties from poaching each other's staff for one year. General job ads that aren't aimed at specific employees are still allowed.
Limits using the secrets to compete. Non-competes are restricted or banned in some places, so this clause only applies where the local law actually allows it.
The information is shared “as is” — the discloser does not guarantee it is accurate or complete.
Because leaked secrets can't always be fixed with money, the wronged party can ask a court to step in and stop the breach.
Sets which place's laws apply and where any lawsuit would be filed.
Standard wrap-up terms: this is the whole agreement, changes must be in writing, an invalid part doesn't sink the rest, and it can be signed electronically in separate copies.
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