NDA & ConfidentialityGeneral US

Free General US Mutual Non-Disclosure Agreement

Download a comprehensive, professional Mutual Non-Disclosure Agreement (NDA) template for US businesses. Protect your confidential information today.

515 wordsUpdated May 5, 2026

Who is this template for?

Two companies exploring a potential joint venture or strategic partnership.
A business owner and a consultant discussing proprietary project details.
Freelancers hiring subcontractors who need access to sensitive client data.
Parties involved in M&A due diligence requiring mutual protection of trade secrets.

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1. PARTIES

This Mutual Non-Disclosure Agreement (the "Agreement") is entered into as of [DATE] (the "Effective Date") by and between [PARTY A NAME], a [STATE] [ENTITY TYPE] with its principal place of business at [ADDRESS] ("Party A"), and [PARTY B NAME], a [STATE] [ENTITY TYPE] with its principal place of business at [ADDRESS] ("Party B"). Party A and Party B may be referred to individually as a "Party" and collectively as the "Parties."

2. PURPOSE

The Parties wish to explore a potential business opportunity of mutual interest (the "Purpose"). In connection with the Purpose, each Party may disclose to the other Party certain confidential and proprietary information. The Parties agree to enter into this Agreement to protect such information from unauthorized disclosure.

3. DEFINITION OF CONFIDENTIAL INFORMATION

"Confidential Information" means any and all non-public, proprietary, or confidential information disclosed by one Party (the "Disclosing Party") to the other Party (the "Receiving Party"), whether orally, in writing, or by inspection of tangible objects, including but not limited to: business plans, financial data, customer lists, software code, trade secrets, inventions, and technical specifications. Confidential Information shall include information that is marked as "confidential" or should reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure.

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