Free NDA template for protecting confidential business information. Covers mutual and unilateral confidentiality obligations, exclusions, and remedies.
This Non-Disclosure Agreement ("Agreement") is entered into as of [Date] by and between [Disclosing Party Name], with a principal place of business at [Address] ("Disclosing Party"), and [Receiving Party Name], with a principal place of business at [Address] ("Receiving Party"). Collectively referred to as the "Parties".
"Confidential Information" means any non-public information disclosed by the Disclosing Party to the Receiving Party, whether orally, in writing, or in any other form, including but not limited to: trade secrets, business plans, financial data, customer lists, product designs, source code, marketing strategies, and any other proprietary information marked as "Confidential" or that a reasonable person would understand to be confidential given the nature of the information and the circumstances of disclosure.
The Receiving Party agrees to: (a) hold all Confidential Information in strict confidence; (b) not disclose Confidential Information to any third party without the prior written consent of the Disclosing Party; (c) use the Confidential Information solely for the purpose of evaluating or pursuing a business relationship between the Parties; (d) limit access to Confidential Information to those employees, agents, or advisors who have a need to know and who are bound by obligations of confidentiality no less restrictive than those contained herein.
Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was already in the Receiving Party's possession prior to disclosure, as evidenced by written records; (c) is independently developed by the Receiving Party without use of the Confidential Information; (d) is rightfully received from a third party without restriction on disclosure; (e) is required to be disclosed by law or court order, provided the Receiving Party gives prompt written notice to the Disclosing Party.
This Agreement shall remain in effect for a period of [2/3/5] years from the date of execution. Either Party may terminate this Agreement upon thirty (30) days' written notice. The obligations of confidentiality shall survive termination for a period of [2] years following the date of termination or expiration.
The Receiving Party acknowledges that any breach of this Agreement may cause irreparable harm to the Disclosing Party for which monetary damages may be inadequate. Accordingly, the Disclosing Party shall be entitled to seek equitable relief, including injunction and specific performance, in addition to all other remedies available at law or in equity.
Signature — Party A
Signature — Party B
Free confidentiality agreement template for protecting sensitive business information during negotiations, partnerships, or employment. Broader than a standard NDA.
View templateFree consulting agreement template for hiring consultants and advisors. Covers engagement terms, deliverables, fees, expenses, confidentiality, and IP ownership.
View templateFree freelance contract template for independent contractors. Covers scope of work, payment terms, intellectual property rights, revisions, and termination.
View templateDisclaimer: This template is provided for informational purposes only and does not constitute legal advice. Laws vary by jurisdiction. Consult a qualified legal professional before using this document for any binding agreement. ContractClaw Sign is not a law firm and does not provide legal services.
Sign with OTP verification, QR codes, and RFC 3161 timestamps. Free for 5 documents per month.
Start Signing Free