Ways to prepare a non-disclosure agreement
You can prepare a non-disclosure agreement (NDA) in many ways. For example, you can:
- customise a sample agreement document which you can find online
- buy a template document online
- create an agreement contract from scratch
Free NDA samples are available on the internet, including from the Intellectual Property Office (IPO):
- download IPO's sample one-way non-disclosure agreement (PDF, 25.8K)
- download IPO's sample two-way non-disclosure agreement (PDF, 16.7K)
These IPO sample agreements are drafted to reference English law, however, they can be customised to specify a different applicable law and jurisdiction (including that of Northern Ireland).
The European IPR Helpdesk also publishes templates of non-disclosure agreements.
You can also buy non-disclosure agreement (NDA) templates off the shelf and adjust them for your needs. This is inexpensive and you can reuse the template if needed.
Regardless of whether you decide to use a template or work off a sample, it might be worth getting a specialist lawyer to check the contract document before you begin using it.
Read more about the types of non-disclosure agreements.
How to write your own NDA
A good NDA restricts the use of shared ideas and information to a specific permitted purpose. For example, this could be the evaluation of your idea or the discussion of a joint venture.
You should specify this purpose in the NDA as precisely as you can. You can widen the permitted purpose at a later stage.
If an NDA doesn't include specific definitions, it may not provide enough protection for you or your business. Read more about negotiating the terms of a non-disclosure agreement.
In addition to the permitted purpose, you should also specify how long confidentiality should last. For example, it's common for confidentiality to be limited to three or five years.
After that time, the person you've shared information with will be able to use and disclose it. Once information is made public, you won't be able to an NDA.
You should consider asking a lawyer to draw up a bespoke confidentiality agreement for added protection. Use the Northern Ireland Law Society's solicitor directory to find a solicitor in your area.