Non-Disclosure Agreement Template (UK)
Create Your Professional Contract in Minutes

Generate your complete UK Non-Disclosure Agreement, reviewed by legal professionals, using either our Smart Interview or Expert Editor. Both methods produce the same professional contract, ready to download instantly.

Limited Time Offer One-time payment: £10
✓ Lifetime access • ✓ Fully editable • ✓ Updated for UK law • ✓ Instant download
Backed by a 30-day money-back guarantee. Preview the full contract before purchase — see every clause with watermark.

Choose how you want to create your contract

Select your preferred method below — both methods build the same compliant contract, so you're simply choosing how you want to work.

Recommended

Smart Interview

Answer simple guided questions and we'll build your full non-disclosure agreement automatically. Perfect if you want a clear, step-by-step process with no legal knowledge required.

Completion Time
8 minutes

Expert Editor (Fastest)

See all fields instantly and edit your contract directly with live preview updates. Ideal if you want full control and faster completion.

Completion Time
4 minutes
Legal Protection

Why You Need a Non-Disclosure Agreement

Protect your confidential information, trade secrets, and business ideas with a legally binding NDA

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Legal Protection

Enforceable under UK contract law and equity. Protects trade secrets, client lists, and proprietary information.

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Court Remedies

Pursue injunctions, damages, and account of profits if confidential information is disclosed or misused.

Business Essential

Required before sharing sensitive information with employees, contractors, investors, or business partners.

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What Must Be Included (UK Legal Requirements)

For an NDA to be legally enforceable under UK law, it must contain:

  • Clear parties: Full legal names and addresses of disclosing and receiving parties
  • Definition of confidential information: Specific description of what information is protected
  • Obligations of receiving party: Clear duties to maintain confidentiality and restrictions on use
  • Exceptions to confidentiality: Standard exclusions (publicly available, independently developed, lawfully obtained)
  • Duration of obligations: Time period confidentiality must be maintained (typically 2-5 years)
  • Return or destruction clause: Requirement to return or destroy confidential materials
  • Remedies for breach: Legal remedies available including injunctions and damages
  • Governing law and jurisdiction: Specification of English/Welsh/Scottish law and UK courts
  • Signatures and dates: Proper execution by authorized signatories

Our template includes all essential clauses to ensure full enforceability in UK courts.

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Risks Without an NDA

What Can Happen Without Proper Protection:

  • Loss of trade secrets: No legal recourse if confidential business information is shared with competitors
  • Stolen ideas: Business partners or employees can legally use your concepts without an NDA
  • Customer poaching: Client lists and customer data can be taken and used by others
  • No injunction rights: Cannot prevent ongoing disclosure or use of your confidential information
  • Limited damages claims: Difficult to prove losses or claim compensation without a written agreement
  • Competitive disadvantage: Your innovations can be copied immediately without legal consequences
  • Investor concerns: Professional investors require NDAs before discussing deals - no NDA = no investment

Real-World Examples:

Countless businesses have lost competitive advantages when employees or contractors took confidential information to competitors. In Faccenda Chicken Ltd v Fowler, the court confirmed that without an NDA, former employees can legally use confidential business information in their new roles.

Protect yourself before sharing sensitive information - get an NDA for just £10.

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What's Included in Our Template

Comprehensive UK-Compliant NDA:

  • ✓ Unilateral and mutual NDA options
  • ✓ Comprehensive definition of confidential information
  • ✓ Clear obligations and restrictions on use
  • ✓ Standard exceptions clause (public domain, independent development, lawful possession)
  • ✓ Permitted disclosures (legal requirements, professional advisers)
  • ✓ Return or destruction of materials clause
  • ✓ No license or rights granted clause
  • ✓ Injunctive relief provision
  • ✓ Specified duration (customizable 2-5 years or indefinite for trade secrets)
  • ✓ No solicitation clause (optional)
  • ✓ Entire agreement and variation clauses
  • ✓ Severability and waiver provisions
  • ✓ Governing law (England & Wales / Scotland / Northern Ireland)
  • ✓ Jurisdiction clause for UK courts
  • ✓ Proper signature blocks with witness provisions

Professional, legally sound, and ready to sign.

Common Mistakes to Avoid

Don't Fall Into These Traps:

  • Using US templates: US NDAs often reference US state laws and may not be enforceable in UK courts. Always use UK-specific templates.
  • Vague confidential information definition: If you don't clearly define what's confidential, courts may not enforce the agreement.
  • Overly broad restrictions: Unreasonable NDAs (too long, too broad) can be struck down as restraints of trade.
  • Missing exceptions clause: Without standard exceptions, the NDA may be deemed unreasonable and unenforceable.
  • No specified duration: Courts need clear end dates - "in perpetuity" only works for genuine trade secrets.
  • Unsigned or improperly executed: Both parties must sign; witnesses may be required for deeds or specific situations.
  • No return/destruction clause: Without this, you cannot compel the other party to return confidential materials.
  • Missing governing law: If you don't specify English law, foreign courts may apply different standards.
  • Verbal agreements: Oral NDAs are very difficult to enforce - always get it in writing.

Our template prevents all these mistakes with clear, balanced, enforceable clauses.

Quick Comparison

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Best For
Smart Interview for first-time users, Expert Editor for repeat customers
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Final Document
Both create identical legally binding NDAs
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Price
Same price: £10 for either method

Frequently Asked Questions

Is this NDA legally binding in the UK?

Yes. Our NDA template is drafted to be enforceable under English, Welsh, Scottish, and Northern Irish law. It includes all essential elements required for a valid contract: offer, acceptance, consideration, and intention to create legal relations. The template has been structured based on established UK case law and contract principles.

When should I use a unilateral vs mutual NDA?

Use a unilateral (one-way) NDA when only one party is disclosing confidential information (e.g., employer to employee, company to contractor). Use a mutual (two-way) NDA when both parties will be sharing confidential information (e.g., business partnerships, merger discussions, joint ventures). Our template allows you to choose either option.

How long should an NDA last?

Typical NDAs last 2-5 years from the date of disclosure. However, for genuine trade secrets (e.g., secret formulas, proprietary processes), obligations can be indefinite. UK courts will enforce indefinite terms only if the information truly qualifies as a trade secret. Our template allows you to specify your preferred duration.

Can I use this NDA with employees?

Yes, but note that employee NDAs should be part of a broader employment contract. For existing employees, an NDA can be signed as a standalone agreement. However, employees have implied duties of confidentiality anyway, so an NDA primarily helps define what information is confidential and extends protection beyond employment termination. For comprehensive employee protection, consider also using our Employment Contract template.

Why We Offer Two Methods

Different users prefer different approaches. Some like guided assistance to ensure nothing is missed, while others prefer seeing everything at once for faster completion. We've created both options to match your working style. The final NDA is identical regardless of which method you choose.