Free NDA Sample Agreement

Fully editable with standard terms and clauses. Send and e-sign it online.

Free NDA Sample Agreement

Fully editable with standard terms and clauses. Send and e-sign it online.


Non-disclosure Agreement

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Non-disclosure Agreement

Non-disclosure Agreement
First Name
Last Name
Acme LLC.
First Name
Last Name
Corporation Corp.

This Non-Disclosure Agreement, dated as of [date both parties sign] (the "Effective Date") governs the disclosure of information by Acme, LLC (the "Company") to Client (the "Recipient") for the purpose of exploring a potential business relationship and collaboration (the "Purpose").

1. Confidential Information.

As used herein, "Confidential Information" shall mean any and all technical and non-technical information that Company provides Recipient, whether in graphic, electronic, written or oral form, and including but not limited to patent applications and other filings, trade secrets, and any other proprietary information, as well as any ideas, techniques, sketches, drawings, works of authorship, models, inventions, know-how, processes, algorithms, software programs, documents, and formulae related to the current, future, and proposed products and services of Company, and also any information concerning any research, experimental work, development, design details and specifications, engineering, financial information, purchasing, customer lists, investors, employees, business and contractual relationships, business forecasts, sales and merchandising, or marketing plans of Company and any information Company provides regarding third parties.

2. Non-Disclosure.

Recipient agrees that at all times and notwithstanding any termination or expiration of this Agreement it will hold in strict confidence and not disclose to any third party any Confidential Information except as approved in writing in advance by Company, and will use the Confidential Information for no purpose other than the Purpose.

Recipient shall only permit access to Confidential Information to those of its employees or authorized representatives having a need to know and who have signed confidentiality agreements or are otherwise bound by confidentiality obligations at least as restrictive as those contained herein.

3. Notice of Disclosure.

Recipient shall immediately notify Company upon discovery of any loss or unauthorized disclosure of the Confidential Information.

4. Use of Confidential Information.

All Confidential Information is provided "AS IS", without any warranty of any kind.

Recipient recognizes and agrees that nothing contained in this Agreement shall be construed as granting it any property rights, by license or otherwise, to any Confidential Information, or to any invention or any patent, copyright, trademark, or other intellectual property right that has issued or that may issue, based on such Confidential Information.

Recipient shall not make, have made, use or sell for any purpose any product or service or other item using, incorporating or derived from any Confidential Information, nor make any filings or registrations based on the receipt or use of the Confidential Information, absent separate written approval of Company.

Recipient agrees to take proper and reasonable measures to ensure the confidentiality of the Confidential Information.

5. No Reproduction.

Confidential Information shall not be reproduced in any form except as required to accomplish the intent of this Agreement. Any reproduction of any Confidential Information shall remain the property of Company and shall contain any and all confidential or proprietary notices or legends which appear on the original.

6. Term.

This Agreement shall terminate three (3) years after the Effective Date, or may be terminated by either party at any time upon thirty (30) days written notice to the other party; provided, however, Recipient’s obligations under this Agreement shall survive termination of the Agreement between the parties and shall be binding upon the Recipient’s heirs, successors and assigns.

Upon termination or expiration of the Agreement, or upon written request of Company, Recipient shall promptly return to the Company all documents and other tangible materials representing the Confidential Information and all copies thereof.

7. Miscellaneous.

7.1 Amendments and Waivers. Any term of this Agreement may be amended or waived only with the written consent of the Company.

7.2 Sole Agreement. The Agreement sets forth the complete, exclusive and final statement of the agreement between the parties as to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written, between the parties regarding such subject matter.

7.3 Notices. Any notice required or permitted by this Agreement shall be in writing and shall be deemed sufficient upon delivery, when delivered personally or by overnight courier or sent by email or fax (upon customary confirmation of receipt), or forty-eight (48) hours after being deposited in the mail as certified or registered mail with postage prepaid, addressed to the party to be notified at such party’s address or fax number as set forth on the signature page or as subsequently modified by written notice.

7.4 Choice of Law. The validity, interpretation, construction and performance of this Agreement shall be governed by the laws of the United States of America, without giving effect to the principles of conflict of laws.

7.5 Severability. If one or more provisions of this Agreement are held to be unenforceable under applicable law, the parties agree to renegotiate such provision in good faith. In the event that the parties cannot reach a mutually agreeable and enforceable replacement for such provision, then (i) such provision shall be excluded from this Agreement, (ii) the balance of the Agreement shall be interpreted as if such provision were so excluded and (iii) the balance of the Agreement shall be enforceable in accordance with its terms.

7.6 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together will constitute one and the same instrument.

7.7 Assignment. Recipient will not assign or transfer any rights or obligations under this Agreement without the prior written consent of Company. Any such assignment without prior consent shall be null and void from the beginning. Recipient shall not export, directly or indirectly, any technical data acquired from Company pursuant to this Agreement or any product utilizing any such data to any country for which the Government of the United States of America or any agency thereof at the time of export requires an export license or other governmental approval without first obtaining such license or approval.

7.8 Dispute Resolution. Recipient agrees that upon Company’s request, all disputes arising hereunder shall be adjudicated in the judicial court system or comparable legal process having jurisdiction over disputes arising in the United States of America and Recipient hereby agrees to consent to the personal jurisdiction of such courts.


IN WITNESS WHEREOF, the parties hereto have duly authorized and caused this Non-Disclosure Agreement to be executed as of the Effective Date.

Non-disclosure Agreement
First Name
Last Name
Acme LLC.
First Name
Last Name
Corporation Corp.

Free NDA Sample Agreement

Fully editable with standard terms and clauses. Send and e-sign it online.

Free NDA Sample Agreement

Fully editable with standard terms and clauses. Send and e-sign it online.

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Date: March 8th 2023



Acme LLC.

Corporation Corp.

This Contract is between Client (the "Client") and Acme LLC, a California limited liability company (the "Coach").

The Contract is dated January 23, 2023.


1.1 Project. The Client is hiring the Coach to develop a coaching relationship between the Client and Coach in order to cultivate the Client's personal, professional, or business goals and create a plan to achieve those goals through stimulating and creative interactions with the ultimate result of maximizing the Client's personal or professional potential.

1.2 Schedule. The Coach will begin work on February 1, 2023 and will continue until the work is completed. This Contract can be ended by either Client or Coach at any time, pursuant to the terms of Section 4, Term and Termination.

The Coach and Client will meet by video conference, 4 days per month for 2 hours.

1.3 Payment. The Client will pay the Coach an hourly rate of $150. Of this, the Client will pay the Coach $500.00 (USD) before work begins.

1.4 Expenses. The Client will reimburse the Coach's expenses. Expenses do not need to be pre-approved by the Client.

1.5 Invoices. The Coach will invoice the Client in accordance with the milestones in Section 1.3. The Client agrees to pay the amount owed within 15 days of receiving the invoice. Payment after that date will incur a late fee of 1.0% per month on the outstanding amount.

1.6 Support. The Coach will not be available by telephone, or email in between scheduled sessions.


- A coaching relationship is a partnership between two or more individuals or entities, like a teacher-student or coach-athlete relationship. Both the Client and Coach must uphold their obligations for the relationship to be successful.

- The Coach agrees to maintain the ethics and standards of behavior established by the International Coaching Federation (ICF).

- The Client acknowledges and agrees that coaching is a comprehensive process that may explore different areas of the Client's life, including work, finances, health, and relationships.

- The Client is responsible for implementing the insights and techniques learned from the Coach.


3.1 Overview. This section contains important promises between the parties.

3.2 Authority To Sign. Each party promises to the other party that it has the authority to enter into this Contract and to perform all of its obligations under this Contract.

3.3 Coach Has Right To Give Client Work Product. The Coach promises that it owns the work product, that the Coach is able to give the work product to the Client, and that no other party will claim that it owns the work product. If the Coach uses employees or subcontractors, the Coach also promises that these employees and subcontractors have signed contracts with the Coach giving the Coach any rights that the employees or subcontractors have related to the Coach's background IP and work product.

3.4 Coach Will Comply With Laws. The Coach promises that the manner it does this job, its work product, and any background IP it uses comply with applicable U.S. and foreign laws and regulations.

3.5 Work Product Does Not Infringe. The Coach promises that its work product does not and will not infringe on someone else's intellectual property rights, that the Coach has the right to let the Client use the background IP, and that this Contract does not and will not violate any contract that the Coach has entered into or will enter into with someone else.

3.7 Client-Supplied Material Does Not Infringe. If the Client provides the Coach with material to incorporate into the work product, the Client promises that this material does not infringe on someone else's intellectual property rights.


This Contract is ongoing until it expires or the work is completed. Either party may end this Contract for any reason by sending an email or letter to the other party, informing the recipient that the sender is ending the Contract and that the Contract will end in 7 days. The Contract officially ends once that time has passed. The party that is ending the Contract must provide notice by taking the steps explained in Section 9.4. The Coach must immediately stop working as soon as it receives this notice unless the notice says otherwise.

If either party ends this Contract before the Contract automatically ends, the Client will pay the Contractor for the work done up until when the Contract ends. The following sections don't end even after the Contract ends: 3 (Representations); 6 (Confidential Information); 7 (Limitation of Liability); 8 (Indemnity); and 9 (General).


The Client is hiring the Coach as an independent contractor. The following statements accurately reflect their relationship:

- The Coach will use its own equipment, tools, and material to do the work.

- The Client will not control how the job is performed on a day-to-day basis. Rather, the Coach is responsible for determining when, where, and how it will carry out the work.

- The Client will not provide the Coach with any training.

- The Client and the Coach do not have a partnership or employer-employee relationship.

- The Coach cannot enter into contracts, make promises, or act on behalf of the Client.

- The Coach is not entitled to the Client's benefits (e.g., group insurance, retirement benefits, retirement plans, vacation days).

- The Coach is responsible for its own taxes.

- The Client will not withhold social security and Medicare taxes or make payments for disability insurance, unemployment insurance, or workers compensation for the Coach or any of the Coach's employees or subcontractors.


6.1 Overview. This Contract imposes special restrictions on how the Client and the Coach must handle confidential information. These obligations are explained in this section.

6.2 The Client's Confidential Information. While working for the Client, the Coach may come across, or be given, Client information that is confidential. This is information like customer lists, business strategies, research & development notes, statistics about a website, and other information that is private. The Coach promises to treat this information as if it is the Coach's own confidential information. The Coach may use this information to do its job under this Contract, but not for anything else. For example, if the Client lets the Coach use a customer list to send out a newsletter, the Coach cannot use those email addresses for any other purpose. The one exception to this is if the Client gives the Coach written permission to use the information for another purpose, the Coach may use the information for that purpose, as well. When this Contract ends, the Coach must give back or destroy all confidential information, and confirm that it has done so. The Coach promises that it will not share confidential information with a third party, unless the Client gives the Coach written permission first. The Coach must continue to follow these obligations, even after the Contract ends. The Coach's responsibilities only stop if the Coach can show any of the following: (i) that the information was already public when the Coach came across it; (ii) the information became public after the Coach came across it, but not because of anything the Coach did or didn't do; (iii) the Coach already knew the information when the Coach came across it and the Coach didn't have any obligation to keep it secret; (iv) a third party provided the Coach with the information without requiring that the Coach keep it a secret; or (v) the Coach created the information on its own, without using anything belonging to the Client.

6.3 Third-Party Confidential Information. It's possible the Client and the Coach each have access to confidential information that belongs to third parties. The Client and the Coach each promise that it will not share with the other party confidential information that belongs to third parties, unless it is allowed to do so. If the Client or the Coach is allowed to share confidential information with the other party and does so, the sharing party promises to tell the other party in writing of any special restrictions regarding that information.


Neither party is liable for breach-of-contract damages that the breaching party could not reasonably have foreseen when it entered this Contract.


8.1 Overview. This section transfers certain risks between the parties if a third party sues or goes after the Client or the Coach or both. For example, if the Client gets sued for something that the Coach did, then the Coach may promise to come to the Client's defense or to reimburse the Client for any losses.

8.2 Client Indemnity. In this Contract, the Coach agrees to indemnify the Client (and its affiliates and their directors, officers, employees, and agents) from and against all liabilities, losses, damages, and expenses (including reasonable attorneys' fees) related to a third-party claim or proceeding arising out of: (i) the work the Coach has done under this Contract; (ii) a breach by the Coach of its obligations under this Contract; or (iii) a breach by the Coach of the promises it is making in Section 3 (Representations).

8.3 Coach Indemnity. In this Contract, the Client agrees to indemnify the Coach (and its affiliates and their directors, officers, employees, and agents) from and against liabilities, losses, damages, and expenses (including reasonable attorneys' fees) related to a third-party claim or proceeding arising out of a breach by the Client of its obligations under this Contract.


9.1 Assignment​. This Contract applies only to the Client and the Coach. Neither the Client nor the Coach can assign its rights or delegate its obligations under this Contract to a third-party (other than by will or intestate), without first receiving the other's written permission.

9.2 Arbitration. As the exclusive means of initiating adversarial proceedings to resolve any dispute arising under this Contract, a party may demand that the dispute be resolved by arbitration administered by the American Arbitration Association in accordance with its commercial arbitration rules.

9.3 Modification; Waiver. To change anything in this Contract, the Client and the Coach must agree to that change in writing and sign a document showing their contract. Neither party can waive its rights under this Contract or release the other party from its obligations under this Contract, unless the waiving party acknowledges it is doing so in writing and signs a document that says so.

9.4. Noticies.

(a) Over the course of this Contract, one party may need to send a notice to the other party. For the notice to be valid, it must be in writing and delivered in one of the following ways: personal delivery, email, or certified or registered mail (postage prepaid, return receipt requested). The notice must be delivered to the party's address listed at the end of this Contract or to another address that the party has provided in writing as an appropriate address to receive notice.

(b) The timing of when a notice is received can be very important. To avoid confusion, a valid notice is considered received as follows: (i) if delivered personally, it is considered received immediately; (ii) if delivered by email, it is considered received upon acknowledgement of receipt; (iii) if delivered by registered or certified mail (postage prepaid, return receipt requested), it is considered received upon receipt as indicated by the date on the signed receipt. If a party refuses to accept notice or if notice cannot be delivered because of a change in address for which no notice was given, then it is considered received when the notice is rejected or unable to be delivered. If the notice is received after 5:00pm on a business day at the location specified in the address for that party, or on a day that is not a business day, then the notice is considered received at 9:00am on the next business day.

9.5 Severability. This section deals with what happens if a portion of the Contract is found to be unenforceable. If that's the case, the unenforceable portion will be changed to the minimum extent necessary to make it enforceable, unless that change is not permitted by law, in which case the portion will be disregarded. If any portion of the Contract is changed or disregarded because it is unenforceable, the rest of the Contract is still enforceable.

9.6 Signatures. The Client and the Coach must sign this document using Bonsai's e-signing system. These electronic signatures count as originals for all purposes.

9.7 Governing Law. The validity, interpretation, construction and performance of this document shall be governed by the laws of the United States of America.

9.8 Entire Contract. This Contract represents the parties' final and complete understanding of this job and the subject matter discussed in this Contract. This Contract supersedes all other contracts (both written and oral) between the parties.



Acme LLC.

Corporation Corp.
Table of contents

Technological advancement experienced in recent years is tremendous. There is no industry in the world that technology has not impacted positively. Though there is an argument that with its great impact came great risks, but this does not outweigh the wonderful possibilities that it brought to the world in general.

In the legal world today, NDA sample agreement can be created online, platforms that allow this begins by giving you a choice to select the relationship between the parties involves. Relationships range from employment to invention to purchase or sales and other forms of relationships that relate to you as a freelancer. The receiving and disclosing parties can be freelancers, consultants, companies or individuals.

NDA sample agreement is a legal binding document that protects private and confidential information. Some of the other names that non-disclosure agreements can be referred to be:

  • Confidentiality Agreement (CA)
  • Secrecy Agreement (SA)
  • Proprietary Information Agreement (PIA)
  • Confidential Disclosure Agreement (CDA)

Forms of NDA agreements

All successful enterprises, whether small or international businesses need to protect their trade secrets so that they can continue to thrive. The right NDA sample agreement will help your business to keep its uniqueness and relevance in business. See the different scenarios of NDA which require NDA.

1. Employee NDA agreement

This is to forbid your employees from disclosing sensitive business information to competitors. Some companies make employee NDA a standard for all of their employees, and you be required to sign it as a freelancer or consultant that wants to undertake a project for such an employee.

2. Inventor NDA agreement

This is used to protect inventions that have not been patented. In cases when necessary to disclose such trade secrets to family members, investors, engineers, or business partners, this legally binding document helps to protect such information.

3. Interview NDA agreement

This NDA sample agreement is used to attract high-level employees when interviewing them for a role. This is always signed before the job interview, and when necessary, that such information must be revealed.

4. Trade secret NDA agreement

Trade secrets involve practices, unique formulas, software, instruments, technical designs, customer lists, and blueprints. Consultants are responsible for the secrecy of trade secrets shared with them to complete a project for an employee or business.

5. Real estate NDA agreement

This protects the personal information and finances of the seller, buyer, broker, and anyone else involved in the property transaction.

Unilateral vs mutual NDAs

These are the two main types of NDAs – the unilateral and the mutual non-disclosure agreements, and there are online tools that create both types of NDAs.

1. Unilateral NDA agreements

In this type of NDA, information is shared in one direction. Only one party shares valuable information, and only one party agrees to protect the information. This is often applicable to freelancers who are at the receiving end and takes the responsibility of keeping shared information confidential. Another example is an inventor pitching his idea to a potential investor.

2. Mutual NDA agreements

Both parties can disclose and receive information, and both of them promise to protect the information. An example is two CEOs becoming business partners, to do this safely, both of them must sign a mutual NDA so that they can share sensitive financial information without fear. Freelancers and consultants may also use mutual NDAs to protect their work and innovations when they work with clients.

How to create an NDA sample PDF

The act of not sharing personal information to prevent unwanted disclosure is one of the most secure ways of keeping information confidential. Still, this method is not always practical, and that could harm business growth as an organization or a freelancer. How then can you secure information that needs to be shared with employers, employees, or an external party?

The most common way is by entering a non-disclosure agreement, which is commonly known as a confidentiality agreement. How do you go about protecting personal information before you share them if you don’t know what a NDA entails?

A custom NDA sample pdf would be of help; it contains all relevant elements to make critical business information shared confidentially between parties involved.

Features of a professional NDA sample PDF

The information at the disposal of an organization, business, or entrepreneur is certainly the most prized asset. Generally, it is challenging retaining such information or having the utmost control over it.

As companies and entrepreneurs acquire the Intellectual Property Rights of their Innovations, there lies the responsibility of making some pieces of information confidential. This information could be client data, personal innovation, strategic plans, research, and development reports, among others. In this article, we would explain the elements contained in a NDA sample pdf that you can download online.

1. Definition of terms

This involves the precise definition of confidentiality information, materials, or utility, which could have commercial value for which the party involved should protect. The parties must know what they are not to disclose in whatever form possible.

2. Definition of parties

A professional NDA sample pdf that should guide you must define the parties involved in the confidentiality agreement. The documents should give room for the signatory of freelancers, contractors employees, consultants, and attorneys depending on the parties concerned. 

3. Period

A confidentiality agreement is bound by time. It remains valid for the stated time, which must be written on the documents. It should also indicate the conditions upon which the parties are free from the agreement.

4. Limitation

An NDA sample pdf that suits you should stipulate the limitation of usage of the disclosed information. It should state the use of such information in completing a project or executing a contract and must be kept out of the public eye.

5. Breach

The documents should state penalties for breach of an agreement or unauthorized disclosure of confidential information. The receiving party agrees to put measures in place to avoid breach and be responsible for it.

6. Court requirement

If the court finds any part of the agreement invalid or unenforceable, the remainder of the confidentiality agreement shall be interpreted in a way to favor the intent of the parties involved.

Before you use that NDA sample PDF

The following are things you should look out for in a NDA sample pdf.

  • The confidentiality agreement may be a part of an overall contract of a freelancer or consultant before getting a contract.
  • Cross-check every aspect of the documents as the contract it backs up is negotiable. Ask questions if you are comfortable with the terms.
  • See if the agreement protects you before you share information. The court may not help should you fail to provide proof of protecting the secrecy of your idea and proprietary information you share.
  • The document should be a Mutual NDA agreement if proprietary information sharing is both ways. Freelancers can protect their ideas and work using a mutual nda if they work with organizations or businesses that require they entered a non-disclosure agreement.

How to create your non-disclosure agreement Word template

Here is a golden opportunity to seal a contract with just a clause; you have to sign a non-disclosure agreement as a freelancer or formulate one. From all indications, you know the deal is wide open until a binding agreement is signed to enhance the free disclosure of information between you and your client.

What do you do at that point as a freelancer when you have no idea of what is contained in NDA?  Run to Google? That may help. We would explain what is included in an NDA, and if you need to formulate one, we can get you a customizable non-disclosure agreement template Word.

If you care about how it is going to look like after being completed, read through this piece to learn relevant information in a non-disclosure agreement.

Features of a non-disclosure agreement Word

Explore below some of the important features that could be present on a non-disclosure agreement.

1. Receiving and disclosing parties

Both parties must append their signatures for the document to be legally binding.

2. Transaction and representatives

Transactions refer to the business relationship being explored. And representatives are other people involved asides the receiving and disclosing parties. Representatives are officers, directors, agents, employees, and advisors who may receive, share, or protect information during the transaction processes.

3. Confidential information

This defines what is protected in the NDA and the purpose of disclosing information. It could be private, sensitive, secret or valuable data like proprietary information, tangible and intangible information, business practices and strategies, classified government information, documents, drawings and designs, hardware configuration, marketing materials, financial information, customer lists, trade secrets, unpublished patent applications, vendor lists, written, verbal communications and representations, prototypes or samples

4. Exclusions

These are information that cannot be protected by nature in an NDA but can be shared by permission from the disclosing party. They include information already in the public domain, or that the other party already accessed before the NDA.

5. Timeframe or termination

NDAs are bound by time. The document needs to state the time frame for which the agreement keeps binding on you as a consultant.  Sometimes, you can have perpetual confidentiality with no termination date. An example is a recipe for specific brands.

6. Jurisdiction

This refers to the state where the NDA applies. Sometimes, state laws disfavor NDAs and may go against some of your protected information.

7. Severability

If a lawsuit happens over the agreement and the court ruled that a part of the Non-disclosure agreement template Word is invalid. That part can be excluded for the remaining part to be valid. If there is no severability clause and some part of the NDA is seen as invalid, it can render the who agreement null.  

8. Notice of immunity (optional)

For Employee NDA, such notice will allow them to share trade secrets only when necessary or when the business is under investigation. This will; make the employee harmless when they divulge such information.

9. Other common NDA terms, clauses, and provisions

This involves Disclaimer, No license, Non-disclosure, No obligation, Obligations, Remedies, Non-solicitation, non-circumvention clause, notice, delivery, and so on.

Non-disclosure agreement template Word exists in the following forms:

  • Basic/Standard NDA
  • Business Sale NDA
  • Business Plan NDA
  • Commercial Real Estate NDA (Confidentiality)
  • Cease Letter (NDA Violation)
  • Customer List NDAFilm (Movie) NDA
  • Employee NDA
  • Financial information NDA
  • Intern (Internship) NDA
  • HIPAA Employee NDA
  • Independent Contractor NDA
  • Landlord-Tenant NDA
  • Job interview NDA
  • Mutual NDA
  • Patent (Invention) NDA
  • Real Estate Buyer NDA
  • Product Development NDA
  • Software Beta Tester NDA
  • Student NDA
  • Software Development NDA
  • Trade Secret (specific) NDA
  • Visitor NDA
  • Volunteer NDA
  • Unilateral NDA
  • Website Design NDA

Each of these types of non-disclosure agreement template Word has all the details as mentioned above included in it, even when got online for free. All you have to do is define your specifics as concerning the type of non-disclosure agreement template Word that you need. 

How to create an NDA example

Non-disclosure agreements (NDA) are designed to protect the secrecy of certain information that a business must share with you as a freelancer or consultant. If you have acquired the Intellectual Property Rights of your Innovation as a freelancer or consultant, you should see a mutual NDA example that will also protect your ideas as you work for your clients.

Non-disclosure agreements are also known as confidentiality agreements which are binding contracts that legally keep a receiving party from breaching confidentiality terms. This agreement keeps you as a freelancer from disclosing innovations, strategies, and specific information about the business idea of your client.

NDAs protect trade secrets (information unsuitable for a patent but are integral to a specific product or method). Other information covered by NDAs includes selling methods and methodologies, marketing plans and business concepts.

A good NDA example would include consequences involved with divulging the trade secrets as well as the length of time the information must be kept secret. Don’t be scared when you come across clients asking you as a consultant to sign an NDA. But before you sign, ensure that the document does not prohibit you from talking about your innovation and ideas except okay by you.

1. Where an NDA example may be required

NDAs are essential and appropriate in many scenarios since they can be used to protect trade secrets.

  1. Product designers - See a product designer-client NDA example to know what to expect. A product designer-client would ask you to sign a NDA to avoid the risk of losing patent rights, concepts or new product ideas to competitors. 
  2. While pitching your ideas to an investor, buyer, or licensee, it is essential to use NDAs, so that you can save the idea to yourself without losing your rights to the patent.
  3. Doing business with other partners or vendors involves sharing sensitive, conceptual, financial, or other information.
  4. When working with a client in which information flow needs to be both ways to complete a project.

When it comes to pitching your idea before Venture Capitalists, note that they will not sign any NDA example you bring because they want to leave their options wide enough. This will enable them to even come into a business agreement with your competitors; all they want is the money.

2. What goes into an NDA?

All information in the NDA must be as specific as possible and detailed to prevent accidental disclosures and future misunderstanding. As part of the conditions under which the NDA example can be used is that the receiving party must be notified when confidential information is being conveyed.  

For written information, this could mean enclosing the information in a folder named "Confidential" or stamping it with the same word when passing the information to the receiving party. If the information exchange was done orally (in person), the disclosing party must provide written notice to the receiving party that the information passed was confidential.

It is important to hire the services of an experienced business attorney if you don’t understand the details of an NDA as a freelancer. Before signing that document, make sure it has features that will protect you as a freelancer and does not include terms that will limit the growth of your business.  

How to create a consultant NDA

An NDA means Nondisclosure Agreement; it is an agreement between two parties doing business to keep some information concealed between one another. It has legal backing and helps the parties not to release certain information to other people.

So many organizations require you to sign an NDA first before they engage you for contract or project reasons. This is because executing the contract might involve them sharing some specific information with you. Some of the information protected by the NDA are trade secrets, information about customers, business strategy, and any other information that is critical to the business.

Any information that can be disadvantageous to the company (if in the wrong hands) is captured in an NDA. Almost every profession in the corporate world has an NDA guiding its operation, and an example is the consultant NDA. Some of them might not come under the name 'NDA' but can be captured under the terms of contract or agreement.

1. What does it mean to sign an NDA?

Signing an NDA as a consultant does not mean that you cannot work for other people, especially if you are an independent consultant. Unless the NDA you signed has this restriction captured in it, you can work on other projects.

This is why reading the statements captured in any document is important, especially for a consultant NDA. Anytime you sign an NDA, have it in mind that you just placed a cloak on the knowledge you have that could be useful for your future work.

A secret today is someone's next version, so until the knowledge is released or made public, you cannot talk about it as a consultant to the firm. Even when released, some secrets remain secrets; an example is a mixture that makes Coca-Cola unique.

2. How long does an NDA keep binding?

There are some NDAs that will cloak your knowledge about the contract until death. Except you do not want to die keeping mute about such knowledge, you must note the timeframe of the NDA you are signing as a consultant.

Such questions must be asked or answered by the NDA. Some NDAs require that whatever was disclosed to you is kept private after the contract, project, or job has ended.

Some give the exception of the fact that you can disclose that information when they have made them public themselves. A consultant NDA in this digital age can request that you erase all documents relating to the project after it has closed. Unlike those days, you have to submit all the documents physically.

3. Consequences for breaching a consultant NDA

In every NDA, including the consultant NDA, there is always a paragraph that talks about the consequences of breaching the agreement. If such does not exist, the whole document will be made void.

Damages caused by breaching such agreements cannot be remedied by a law action. So, when damages occur, instead of paying for it, such a person is compelled to obey the terms of the agreement.

It is best always to read this part when signing an NDA because you can be ordered by the court to do something against your will. This is as opposed to consequences you are familiar with that only involve your finances.


You need to know that every NDA is legal, do not get involved when you do not know what it contains. You can always get a lawyer to help you with confusing statements if it's your first time, or you find an NDA that looks entirely new for you.

Prevention is better than cure; its best to prevent some occurrences than try to solve them. Get help before you sign that consultant NDA.

Common clauses like Joint Venture Agreements, Employment Contracts, Freelance Contracts, Non-compete Agreements, Independent contractor Agreements perform similar functions like a standalone non-disclosure agreement. In general, the NDA sample agreement will let you know what to expect doing while working with your clients and protecting their trade secrets even as you protect yours as freelancers & consultants.

If you a freelancer or consultant, you’d probably come across clients that will require you to sign a non-disclosure agreement to seal a contract. You must get yourself familiar with what to expect to ensure adequate preparation in working with your clients.

Getting the right NDA sample pdf, therefore, is of utmost benefit, and it will also let you know what should be included if you also have specific information to protect as you work with clients.

Frequently Asked Questions
Questions about this template.

Can you write your own NDA?

Sure, if you don't want to spend money, you could write an NDA yourself. However, you should keep in mind that there may be holes in the agreement or contract if it is not properly reviewed by an attorney.

How can I create a NDA document?

Use Bonsai's pre-made templates as a reference for a freelancer proposal. Our templates are easy to customize according to your project/ job description. Be sure to include your relevant experience, terms and conditions and why you are the perfect candidate for a job.

Is an NDA legally binding?

Yes, an NDA is legally binding. There are serious repercussions for violating an NDA. Legal action can be taken to a person who breaches an NDA agreement.