Mutual Non-Disclosure Agreement (NDA)

A Mutual Non-Disclosure Agreement (NDA) is a contract in which two parties agree to keep each other's confidential information private. It is "mutual" because the obligations run both ways - each party is both a discloser and a recipient of confidential information, and each owes the same duties to the other. This differs from a one-way (or "unilateral") NDA, where only one side shares information and only the other side is bound to protect it. The agreement defines what counts as confidential information, sets out how the recipient may use it, and limits who it can be shared with. It records why the information is being exchanged - the "Permitted Purpose" - and ties the recipient's use of the information to that purpose. It also covers what happens to the information when the arrangement ends, and how long the duty of confidentiality continues afterward. This is a UK template, drafted in plain English and offered for use under the law of England and Wales, Scotland, or Northern Ireland.