A non-disclosure agreement (NDA) is a contract where the parties agree to keep each other's confidential information private. This template is a mutual (two-way) NDA, ready to edit and sign online.
A mutual, or two-way, NDA protects both sides equally. Each party is both a discloser and a recipient, so the same confidentiality duties apply in both directions. It is the right choice when two companies are exchanging sensitive information to explore a deal, a partnership, or an investment.
Open it in the editor with the fields already mapped, or download the DOCX to edit offline.
Drop signature and date fields, then route each party in order or in parallel.
Everyone signs, and you get a tamper-evident PDF plus an audit certificate.
Free forever. No credit card. Your recipients sign with no account.
Reach for a mutual NDA whenever both sides will share confidential information. A one-way NDA only binds the party receiving secrets, which fits interviews or vendor pitches. When two companies trade roadmaps, pricing, or customer lists to explore a deal, a two-way agreement keeps the obligations balanced and easier to negotiate.
Confidential information is anything one side marks or reasonably treats as private: financials, source code, customer data, pricing, business plans, and unreleased products. A good NDA defines it broadly, then carves out clear exceptions so neither party is bound by information that was already public or independently developed.
Most mutual NDAs run for one to three years, with confidentiality duties surviving a year or two beyond that. Set a term that matches the sensitivity of what you are sharing. Trade secrets often warrant longer survival, while a short evaluation period can close out cleanly once the deal is decided.
The clauses that carry the weight are the definition of confidential information, the permitted-use limits, and the return-or-destroy obligation. Together they say what is protected, what the other side may do with it, and what happens to your materials when the conversation ends. Read those three before you sign anything.
Add both legal entity names, the effective date, the governing-law state, and the term. Leave the signature blocks for the eSignature step so the audit trail captures who signed and when. Delete any clause that does not apply rather than leaving a blank, so the final document reads cleanly for both parties.
You can download this mutual NDA two ways: an editable Word (DOCX) file if you want to adjust clauses in your own word processor, or a print-ready PDF once the terms are final. Prefer to skip the download? Open it online, drop signature fields for both parties, and send it in minutes.
Signing a mutual NDA online is faster and leaves a stronger record than a printed copy. Upload the template, drop signature and date fields for each party, and send it. Every signer authenticates, and the finished document carries a tamper-evident seal plus an audit certificate showing IP, timestamp, and method.
A defensible NDA is one you can prove was signed by the right people, unchanged since. Electronic signatures under the ESIGN Act and UETA are legally binding, and a proper audit trail records each party's identity, IP address, and the exact signing time. Store the sealed copy so it holds up if a dispute ever arises.
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View templateThis template and the guidance on this page are provided for general information only and are not legal advice. Laws differ by country and state, so review the final document against your own situation and have a qualified lawyer check anything high-value or regulated before you sign.
Yes. A mutual NDA signed with a valid electronic signature is binding under the U.S. ESIGN Act and UETA, and under eIDAS in the EU. The signed document should carry an audit trail that records each signer's identity, IP address, and the time of signing.
A one-way (unilateral) NDA binds only the party receiving confidential information. A mutual (two-way) NDA binds both parties, because each one is sharing and receiving sensitive information. Use a mutual NDA when two companies are exchanging details to explore a deal or partnership.
Most mutual NDAs run for one to three years, with confidentiality obligations surviving one to two years after the term ends. Match the length to how sensitive the shared information is. Trade secrets often justify a longer survival period.
Yes. You can download the mutual NDA as an editable Word (DOCX) document to customize the clauses, or as a ready-to-print PDF. You can also use it online and sign without downloading anything, which keeps a full audit trail on the signed copy.
Yes. Fill in both party names, the effective date, the governing-law state, and the term, and remove any clause that does not apply. If your situation involves regulated data or high-value trade secrets, have a lawyer review the final version before you send it.
Yes. Both parties sign one agreement so the obligations are mutual and provable. Signing online lets you route the same document to each party in order or in parallel, and returns a single sealed copy that both sides can keep.
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