Mutual non-disclosure agreement template
A mutual non-disclosure agreement lets two businesses share confidential information with each other, such as when exploring a deal, while each agrees to protect what it receives. It covers what counts as confidential, how it can be used, how long the duty lasts and what happens to the information at the end. It is signed before the two sides start sharing anything sensitive.
Based on Common Paper Mutual Non-Disclosure Agreement (Version 1.0) by Common Paper, licensed under CC BY 4.0, and modified by DocuWeave.
What changes each time
13 values. Everything else is your wording, kept exactly.
The parties
- Full legal name of Party 1
- Full legal name of Party 2
- Company number
- Registered office address
The purpose
- Purpose of sharing information
- Effective date
How long it lasts
- Sharing period
- Confidentiality period
Changes and signing
- Changes to the standard terms
- Name of signatory
- Job title
- Email or postal address for notices
- Date signed
The rules it usually needs
Written in plain English when the template is set up.
- One of several wordings
“Describe each party as a company with a registered number, or as an individual or other party with an address.”
Only the chosen description appears for each party.
- One of several wordings
“Start on the date the last party signs, or on a specific date.”
The effective date reads as the chosen option.
- One of several wordings
“Set the sharing period as a number of years, or until either party ends it by notice.”
The sharing period reads as the chosen option.
- One of several wordings
“Protect information for a number of years from the effective date or the last disclosure, or indefinitely.”
The confidentiality period reads as the chosen option.
- Only when…
“Include information already shared only when information has been shared before the effective date”
Earlier information is covered by the agreement.
- Only when…
“Include sharing with group companies only when group companies should be allowed to receive information”
A party may share information with its group companies on the stated terms.
- Only when…
“Include a personal data processing sentence only when one party will process personal data on the other's behalf”
The sentence appears in the personal data clause.
Questions people ask
What is a mutual NDA?
An agreement in which both sides promise to keep each other's confidential information private. It suits situations where information flows both ways.
When should I use a mutual NDA rather than a one-way NDA?
Use a mutual NDA when both parties will share sensitive information. If only one will, a one-way NDA is simpler.
How long does an NDA last?
It is for the parties to agree. This one has a sharing period, during which information can be disclosed, and a separate confidentiality period, during which it stays protected.
Can an NDA stop someone reporting a crime?
No. Under the law, an NDA cannot stop a victim of crime reporting it to the police, a regulator or a lawyer, and the agreement says so.
Do both parties need to sign?
Yes. Both parties sign, and the agreement takes effect on the date you choose, usually when the last party signs.
Use this template
It opens in DocuWeave as a template you can check, change and publish. Nothing is used until you do.