There are certain types of information that you would never want to fall into the hands of the wrong people. This could be important documents, business strategies, intellectual property, employment matters, client lists, etc. which, if leaked, could result in major damage to your company. That’s why it’s important to ensure your confidential information is protected by a well-drafted confidentiality agreement template.
This non disclosure agreement template will only be appropriate if one party will be sharing confidential information and not both parties. If confidential information is being shared by both parties, you should use a mutual NDA. For more information about mutual NDAs, check out these FAQs.
What’s a one-way confidentiality agreement?
A one-way confidentiality agreement is a contract that legally requires a party to keep the other party’s confidential information strictly confidential. With a one-way non-disclosure agreement template, there will only be one party disclosing confidential information to the other. On the other hand, a mutual NDA is a confidentiality agreement that protects both parties where they will both be sharing confidential information.
The party receiving confidential information will be bound by confidentiality obligations for a certain period (or forever) as set out in the NDA. This means that they can't share the confidential information with anyone else unless the contract says that’s allowed.
Check out this comprehensive guide to equip you with more information when it comes to your non-disclosure agreement template (one-way).
When is a one-way confidentiality agreement commonly used?
As mentioned above, this type of non-disclosure agreement template will only be necessary where there is only one party disclosing sensitive information. Here are some examples:
- During the process of hiring a new employee. In most cases, an employer will share confidential information but the employee will not.
- When hiring a consultant to help on a project.
- Where a company is pitching an idea to an investor.
What are the benefits of using Docue's non-disclosure agreement template?
Safeguard top secret information: After the NDA has been signed, this gives the party sharing its confidential information the freedom to discuss without the fear of the receiving party stealing the confidential information and using it without approval. If the information were to be leaked, the NDA offers contractual rights for the innocent party and other legal remedies that are available.
Clarity of the types of information that should be kept confidential: The non-disclosure agreement template sets out the definition of confidential information, and this also includes what shouldn’t be considered as confidential information. E.g. if information can be found on Wikipedia, this can’t be considered to be confidential information purely because a confidentiality agreement has been signed.
Control over how a party can use the information: When you divulge your confidential information, a one-way NDA will place obligations on the receiving party to ensure it is kept a secret. However, you may also want to set out other conditions or restrictions in the agreement. For example, you may prefer that the receiving party didn’t make any copies of your confidential information as this could increase the risk of accidental leaks. If that's the case, Docue’s non-disclosure agreement templates contain conditions that can be selected to restrict the receiving party from doing this.
If you are still unsure which type of non disclosure agreement template is right for you, read this guide which dives into the differences between one-way and mutual NDAs.
What are the key topics that are included in Docue's one-way confidentiality agreement template?
- Purpose: it's important to set out why the confidential information is being disclosed.
- Duration: how long will the receiving party have to keep the confidential information secret?
- Permitted disclosure: who can the receiving party share the confidential information with (i.e employees, group companies, etc.).
- Mandatory disclosure: if the receiving party legally has to disclose the confidential information to a court or government body, the NDA will ensure this doesn't amount to a breach of contract.
- Returning/destroying confidential information: at the end of the agreement, or if requested by the disclosing party, the NDA sets out a process for the recipient to destroy or return the confidential information.
For a more in-depth guide into the essential clauses that should be included in a non disclosure agreement template, check out this blog.
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Tags: non-disclosure agreement template, unilateral non-disclosure agreement, one-way NDA, one-way confidentiality agreement, unilateral confidentiality agreement