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Template of Indicative Non-Disclosure Agreement

NIC Document

A Non-Disclosure Agreement can play a key role in protecting your innovation. This guide briefly outlines a template for an indicative Non-Disclosure Agreement.

In brief

  1. Format
  2. Model agreements
  3. Template layout


A Non-Disclosure Agreement (NDA), also known as a Confidential Disclosure Agreement (CDA), is often the starting point in a commercial arrangement that deals with confidential or commercially sensitive information. The purpose of the NDA is to provide some form of protection to either party for their information and shows that the ongoing relationship will be undertaken in a professional manner.


There are several formats for an NDA: they can be one-way, where one party discloses information to a second party; two-way, where there is a discussion with both parties disclosing confidential information and multipartite, where there is disclosure between a group of parties.

Model agreements

Following the Lambert Report in 2003, model agreements were created for a range of purposes, including for non-disclosure agreements. You can find the Lambert Report toolkit at: http://www.innovation.gov.uk/lambertagreements/index.asp?lvl1=6&lvl2=0&lvl3=0&lvl4=0.

Template layout

  1. The following template is for a two-way agreement and covers the following clauses:
  2. Disclosure Obligations
  3. Confidentiality period
  4. Exceptions
  5. Termination
  6. Liability
  7. No grant
  8. No third party beneficiaries
  9. Law
Template of Indicative Non-Disclosure Agreement.doc (32kb)