NDA Generator

A one-way NDA protects information flowing in one direction — you tell a contractor something and they must keep it quiet. A mutual NDA protects both sides, which is the right choice whenever two businesses are exploring working together, because both will end up disclosing something. Toggling this in the tool rewrites the obligations throughout rather than just changing a heading.

Two periods matter and they are different. The term is how long information may be exchanged under the agreement — typically one to three years. The survival period is how long the duty of secrecy lasts afterwards — commonly three to five. A perpetual obligation on ordinary business information is unlikely to be enforced; genuine trade secrets are usually carved out to be protected indefinitely, which this template does.

Because it defines the only use the receiving party may make of the information, and courts read it narrowly. "Discussing business" is close to useless. "Evaluating a possible engagement for the design and development of a customer-facing web application" tells everyone exactly what the information may and may not be used for, and is the difference between an agreement you can enforce and one you cannot.

Yes, as a contract under the Indian Contract Act, provided it is reasonable in scope and duration and the purpose is legitimate. Over-broad NDAs are routinely narrowed or set aside. Note also that a clause preventing someone from working in their trade after the engagement ends is generally void in India under section 27, which is why this template restricts solicitation of employees rather than employment itself.

For anything with real money or real risk attached, yes. This is the standard form written in plain language and it will cover a routine freelance or vendor conversation. It has not been tailored to your situation, and a template is no substitute for advice when the downside is significant.