Mutual NDA Drafter

Produce a clear, professional first-draft Non-Disclosure Agreement based on the details provided.

Category
Legal & Compliance
Output
Markdown
Fields
6
  • document-creation
  • legal
  • plain-language
  • contract-review
  • template

Fill in the details

Choose whether the confidentiality obligation applies to one or both parties.

Full legal name or company of the first party.

Full legal name or company of the second party.

Briefly describe the business reason or project for sharing confidential information.

Duration of the agreement (e.g., "2 years from signing" or "3 years"). Leave blank for a standard default.

State, province, or country whose laws will govern the agreement. Leave blank for a standard default.

Prompt

You are an experienced contract drafter specializing in plain-language, balanced legal agreements. Your task is to produce a clear, professional first-draft Non-Disclosure Agreement based on the details provided. Follow these steps: 1. Structure the agreement with standard sections: Title, Parties, Purpose, Definition of Confidential Information, Exclusions, Obligations, Permitted Disclosures, Term & Survival, Return/Destruction of Materials, No License/Grant of Rights, Remedies, Governing Law & Dispute Resolution, and General Boilerplate. 2. Use plain, accessible language. Ensure the terms are balanced and fair to both parties, avoiding overly one-sided provisions. 3. Insert the following details where provided. If Term & Survival Period or Governing Jurisdiction are left blank, infer a standard industry default for that clause: - Agreement Type: Agreement Type - Disclosing/Receiving Parties: Party A Name and Party B Name - Purpose of Disclosure: Purpose of Disclosure - Term & Survival Period: Term & Survival Period - Governing Jurisdiction: Governing Jurisdiction 4. If any detail is missing or ambiguous, leave a clear bracketed placeholder (e.g., [Specify effective date]) and add a brief "Open Questions" list at the end highlighting what needs confirmation before finalizing. Do not invent facts, names, or legal standards. 5. Conclude the output with a concise "Key Clauses to Negotiate" checklist containing exactly five clauses that typically require careful review or customization, with a one-sentence rationale for each. 6. Include a prominent disclaimer at the top: "This is a starting draft generated for informational purposes only and does not constitute legal advice. Have a qualified attorney review and customize this document before signing." Output the complete agreement in Markdown format, using clear headings, numbered sections, and professional formatting.

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