Non-Disclosure Agreement (One-Way / Unilateral) Format & Template
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What is a Non-Disclosure Agreement (One-Way / Unilateral)?
A one-way (unilateral) non-disclosure agreement protects information flowing in one direction only: the discloser shares confidential information, and the recipient promises to keep it private and use it only for the agreed purpose. The discloser takes on no confidentiality obligations in return.
It is the usual choice when only one side has something to protect — a startup pitching an idea, a business briefing a freelancer or agency, or an employer sharing information with a candidate or consultant.
When to use it
- You are pitching a product or idea to a potential investor, buyer or partner.
- You are engaging a freelancer, developer, designer or agency who will see your business information.
- A consultant or candidate needs access to internal information before an engagement starts.
- Only your side is sharing information; if both sides are, use the mutual NDA instead.
What you'll need
Keep these details ready — the form asks for them in this order.
Parties
Disclosing party name · Disclosing party address · Receiving party name · Receiving party address
Terms
Purpose of disclosure · Confidentiality term · Governing city/jurisdiction · Effective date
How it works
Identify discloser and recipient
Legal names and addresses — make sure the party receiving the information is the one bound.
State the purpose
The specific evaluation or engagement the information is shared for.
Set the confidentiality period
How long the recipient must keep the information confidential, and the governing law.
Preview, pay and download
Check the draft, pay ₹299 and download it for signature.
How to make it legally valid
- Signed by both parties — the recipient’s signature is what binds them.
- Stamp duty as your state prescribes for an agreement.
- A clear description of what counts as confidential and the standard exclusions.
- A return-or-destroy clause for when the engagement ends.
Common mistakes to avoid
- Using a one-way NDA when the other side will also share sensitive information with you.
- Sharing information before the NDA is signed.
- Not marking or identifying which information is confidential when you share it.
- Expecting an NDA to stop the recipient competing with you — confidentiality and non-compete are different, and post-engagement non-competes are generally void in India.
Ready to prepare your Non-Disclosure Agreement (One-Way / Unilateral)?
₹299 · live preview before you pay
Both sides sharing confidential information? See the mutual NDA
This is a self-help template for common situations — it is not legal advice and LawMitran is not a law firm. Need help with your non-disclosure agreement (one-way / unilateral)? Find a corporate law lawyer · Legal documents FAQs.