Mutual Non-disclosure Agreement Template

Mutual Non-disclosure Agreement Template

A Mutual Non-Disclosure Agreement is a legal document that creates confidentiality between all involved parties, ensuring that the agreed information in the contract is not disclosed.

Alternate Names:

  • Mutual NDA;
  • Mutual NDA Form;
  • 2 Way NDA.

What Is a Mutual NDA?

A Mutual NDA is an agreement formed between two parties where they voluntarily consent to keep certain valuable information a secret. The specific information which must not be disclosed is outlined in the agreement. This is usually confidential information relating to the business, forming an Employee Non-Disclosure Agreement. The contract will likewise contain information in regards to how this confidential information can be communicated and will outline that no information (as agreed in the contract) should be communicated without the approval of all parties. In most simple Mutual NDA's, there is also a separate clause highlighting the repercussions that will come into effect if there are violations of the agreement. This could involve financial compensation or payment for legal battles.

A Mutual NDA template can be downloaded by clicking the link below.

Before considering a Mutual NDA, you should understand if it would be helpful in your context:

  • Is the information you want to disclose already known by several other people?
  • What would the advantages be for the business by keeping this information secret?
  • What steps have you already taken to hide this information?

Mutual NDA Vs One-Way NDA

Although both a Mutual NDA and One-Way NDA are Non-Disclosure Agreements with similar purposes, the end result will differ depending on the requirements of the contract and the structure of the business. Depending on the conditions, an NDA can be one-way, meaning that only one party in the agreement has to abide by keeping certain information confidential. On the other hand, a Mutual NDA ensures that both parties agree to keep the information disclosed. This is the only significant difference between the two agreements. The majority of the information included in a one-way NDA can also be found in a Mutual NDA such as:

  • Information about the specific information that is confidential;
  • Any possible exceptions that can be made for disclosure;
  • Repercussions for breaching the contract;
  • The time that the agreement will be valid for, usually there is an expiry date on the agreement.

How to Write a Mutual Non-Disclosure Agreement?

The first step is to understand what information you want to be kept secret. Sometimes two parties may opt to write something general and non-specific, however, it is always best to be as specific as possible to avoid any potential conflicts or misunderstandings. Once this information has been decided on, use the structure below to write your Mutual NDA:

  • Include the date that the agreement will become effective and the date of when the agreement will expire;
  • Name both parties that are agreeing to voluntarily join the agreement;
  • Include details of the exact information that is to remain undisclosed;
  • Include information about possible exceptions that can be made for disclosure. Sometimes this may be allowed as long as both parties agree to it or one party informs the other during oral communication. When concerning written communication, this is also sometimes permissible, provided that such information is clearly marked with "CONFIDENTIAL";
  • Information regarding possible repercussions for violating the agreement should be clearly outlined. The information provided here should be very clear so that each party knows the specific consequences that could follow. Usually, this is in the form of financial compensation.
  • Ensure you leave enough room for both parties to sign and print their name. It is also worth providing space to write full contact details of both parties.

Still looking for a particular template? Take a look at the related templates below:

Download Mutual Non-disclosure Agreement Template

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