NDA Generator
Fill in the parties, purpose, term and jurisdiction and get a clean, printable Non-Disclosure Agreement — one-way or mutual — with standard confidentiality clauses, ready to Print or Save as PDF.
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- Rules cited on the page
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Disclaimer: This is a general draft template for information only and is not legal advice. Confidentiality law, enforceability and stamp-duty requirements vary by state and by facts. Have the final agreement reviewed by a qualified lawyer before signing.
How it works
A Non-Disclosure Agreement (NDA) is a contract in which one or both parties agree to keep shared information confidential. Generate a working draft in four steps — no login, nothing leaves your browser.
One-way or mutual
Pick one-way if only you disclose, or mutual if both sides will share confidential information with each other.
Enter the details
Add both parties' names and addresses, the effective date, the purpose, the confidentiality term and the governing jurisdiction.
Watch it build
The full agreement renders live on the right with standard clauses — definition, obligations, exclusions, term, remedies and signatures.
Print / Save PDF & sign
Hit Print / Save PDF, get it reviewed by a lawyer, print on stamp paper as required and have both parties (and witnesses) sign.
Key terms explained
Mutual vs unilateral
A unilateral (one-way) NDA binds only the receiving party — used when one side discloses (e.g. sharing plans with a contractor). A mutual (bilateral) NDA binds both parties, since each discloses and receives — used for partnerships, JVs and M&A talks.
Term vs survival
The term is how long the NDA is in force. Survival is how long confidentiality obligations last after it ends — often several years, and indefinitely for trade secrets. Both are set here by the confidentiality period you choose.
Stamp duty
In India an NDA is generally executed on non-judicial stamp paper (or e-stamp), with the value set by the Stamp Act of the relevant state. Adequate stamping and, where needed, notarisation help admissibility as evidence if a dispute arises.
When to use an NDA
Use one before sharing sensitive information — product roadmaps, source code, financials, customer lists, pricing, designs or trade secrets — with employees, freelancers, vendors, investors or potential partners. Signing after disclosure is far weaker.
Definition of Confidential Information
The clause that scopes what is protected — data marked or reasonably understood to be confidential — and lists exclusions (already public, independently developed, lawfully received, or required to be disclosed by law).
Remedies & injunction
Because damages rarely undo a leak, NDAs let the injured party seek an injunction (a court order to stop the breach) in addition to damages. This clause makes urgent equitable relief available without proving monetary loss.
Questions people ask
Short answers on NDA Generator. Tap a question to open it.
01What is an NDA and when do I need one?
A non-disclosure agreement binds the receiving party to keep specified information confidential and to use it only for an agreed purpose. It is signed before sharing business plans, customer data, source code, pricing or product designs with a prospective partner, vendor, investor or employee.
02What is the difference between a mutual and a one-way NDA?
A one-way NDA protects information flowing in one direction — typical when you are pitching to a vendor. A mutual NDA binds both sides and is used where both will exchange confidential information, as in a partnership or acquisition discussion.
03What clauses matter most?
The definition of confidential information, the permitted purpose, the exclusions (already public, independently developed, or required by law), the duration of the obligation, return or destruction of material, and the governing law and jurisdiction.
04How long should confidentiality last?
Two to five years is common for commercial information. Trade secrets and source code are often protected for as long as they remain confidential, with no fixed end date, which is worth negotiating explicitly.
05Is an NDA enforceable in India?
Yes, as a contract under the Indian Contract Act. Remedies are injunction and damages, and courts have granted injunctions in confidentiality cases — but a restraint that operates as a bar on trade or employment can be struck down under section 27.
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Disclaimer: This tool gives indicative results for general guidance only and is not professional advice. Please verify with a qualified CA before acting on the numbers.