📝 Contract Template
NDA Agreement Template
Non-disclosure agreement for confidential information. Mutual or one-way options.
What an NDA should actually define
- Whether it is one-way or mutual — the wrong choice protects only one party
- What counts as confidential information, and whether it must be marked as such
- The permitted purpose: the single reason disclosure is happening
- Standard exclusions: already public, independently developed, lawfully received, required to be disclosed by law
- Who else may see it — employees, advisers, subcontractors — and on what terms
- How long the obligation lasts, which may outlive the agreement itself
- What happens to the information at the end: returned, destroyed, or retained under obligation
- Governing law and jurisdiction
A broad NDA is often a weak one
The instinct is to define confidential information as widely as possible. In practice, an NDA that captures everything said in every meeting is harder to enforce than one that identifies what is genuinely sensitive, because a court has to work out what was actually breached. The narrow, purpose-bound agreement is the one that holds up — and it is also the one a counterparty will sign without a week of negotiation.
- Name the purpose specifically; “evaluating a potential business relationship” is enough, “any purpose” is not
- Set a realistic term — perpetual obligations on ordinary commercial information are often resisted and rarely needed
- Remember an NDA does not stop someone competing; that is a different clause with different enforceability
Before you send it
- Check you have the right entity name and ABN for both parties
- Decide whether you need it mutual — if you will hear anything at all, you probably do
- For anything genuinely valuable, have it reviewed; a template is a starting point, not advice
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General information only — not legal, tax or financial advice. For contracts and tax documents, confirm your obligations with a qualified professional or the relevant authority.