Protect sensitive information and formalize trust between parties with our Non-Disclosure MoU (Memorandum of Understanding / Confidentiality Agreement) template. This professionally drafted MoU lets you define how proprietary and confidential information will be exchanged, used, and protected between two parties exploring a business relationship.
Whether you're a startup, consultant, vendor, or partner, this document offers a clear and legally sound starting point to ensure confidentiality while you explore or negotiate further arrangements.
Why You Need a Non-Disclosure MoU
- Safeguard trade secrets & proprietary data
- Define the scope & limits of what’s considered “confidential”
- Set obligations & responsibilities of each party regarding use, disclosure, and storage
- Clarify the term, duration, and termination of the confidentiality obligations
- Preserve legal footing before a full contract is executed
What’s Inside (Key Features)
This template includes:
- Definitions — Clear definition of “Confidential Information” and exclusions
- Obligations of Receiving Party — How it must protect, use, and handle disclosures
- Term & Survival — Duration of the agreement and how long confidentiality lasts afterwards
- No Obligation Clause — Makes clear the MoU doesn’t force further contracts
- Governing Law & Dispute Resolution — Choice of jurisdiction and legal framework
- Miscellaneous Provisions — Amendments, severability, entire agreement clause
- Signature Blocks — For both parties with name, title, date places
It can be customized for your jurisdiction (country/state), parties, and specific agreements or industries.
Tips for Using This Template
- Always customize jurisdiction (country, state) to reflect your legal environment.
- Review and adjust the term and survival period so it makes sense for your industry.
- If sharing with third parties (e.g. advisors, employees), ensure “need-to-know” limitation is clear.
- Consider adding penalty / remedy clauses (e.g. injunctive relief) if needed in your jurisdiction.
- After drafting, have a qualified lawyer review the final version.
