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One-Way (Unilateral) NDA Template

Contract templates · Confidentiality & IP

A pitch, a contractor briefing or a candidate interview involves one side sharing and the other listening. A one-way NDA puts the confidentiality obligation only where it belongs.

Quick answer

A one-way (unilateral) NDA protects confidential information disclosed by one party to another. Only the receiving party takes on confidentiality and non-use obligations.

Editable Word (.docx) file from My Contract Lawyer, our contract template store. Lawyer-drafted, plain English, written for international use. One-time $19, instant download.

When you need one

  • Pitching to a potential partner or buyer
  • Sharing information with a contractor or job candidate

Key clauses in a One-Way NDA

These are the clauses the template includes, and what each one does for you.

Confidential information

Defines the disclosing party's information that is protected.

Purpose

Limits use to the purpose, such as evaluating the opportunity or performing a task.

Non-use and non-disclosure

Prohibits the recipient from using or disclosing the information.

Exclusions

Excludes public, already known and independently developed information.

Return of information

Requires return or deletion when asked.

Term

Sets the length of the obligations.

Remedies

Provides for injunctions and other remedies.

Common mistakes to avoid

  • Expecting investors to sign; most venture investors decline NDAs at pitch stage.
  • Using a one-way NDA when the other side will also share material.
  • Overly broad definitions that a court may not enforce.

How to use the template

  1. Download the Word file

    Buy the One-Way NDA template on My Contract Lawyer and download the editable .docx straight after checkout.

  2. Fill in the brackets

    Add names, dates, fees, scope and governing law, and delete optional clauses that do not apply to your deal.

  3. Check it against local law

    Rules differ between US states, the UK and EU countries, especially for employment, consumer and property contracts. Have a lawyer review high-value or unusual deals.

  4. Sign and keep a copy

    Sign on paper or with any e-signature tool, and store the final version where both sides can find it.

Get the One-Way (Unilateral) NDA template

Lawyer-drafted and ready to edit in Word, Google Docs or Pages. One-time payment of $19, no subscription, instant download from My Contract Lawyer.

Frequently asked questions

Will investors sign an NDA?

Many venture capital firms will not sign one for an initial pitch, so share only what you are comfortable becoming known.

Is a one-way NDA enough for contractors?

For short tasks it can be; for ongoing work a contractor agreement with a confidentiality clause is better.

How long does a one-way NDA last?

Commonly two to five years, longer for trade secrets.