Mutual Non-Disclosure Agreement (NDA) by GOV.UK
Updated 23 April 2026
The GOV.UK Mutual Non-Disclosure Agreement is a plain-language contract that allows two parties to exchange confidential information on a protected, equal basis. It is part of OLL's lawyer-vetted template library.
This agreement will help you if, for instance:
you are an inventor wanting to discuss your invention with someone else
you are thinking about sharing your ideas about a new product or process
developing a new product or process with someone else
you want to discuss a new concept with a potential collaborator
Mutual Non-Disclosure Agreement
Date: [effective date]
Parties:
Options available: Select suitable options depending on whether parties are individuals or companies
Option A: [name of individual a] of [address of individual a]
OR
Option B: [name of company a], a company registered in [england] under company number [company a number] whose registered office is at [company a address]
("Party A")
and
Option A: [name of individual b] of [address of individual b]
OR
Option B: [name of company b], a company registered in [england] under company number [company b number] whose registered office is at [company b address]
("Party B")
Each of the parties to this Agreement intends to disclose information (the Confidential Information) to the other party for the purpose of [insert details e.g. discussing the possibility of the parties entering into a joint venture] (the Purpose).
Each party to this Agreement is referred to as ‘the Recipient’ when it receives or uses the Confidential Information disclosed by the other party.
The Recipient undertakes not to use the Confidential Information disclosed by the other party for any purpose except the Purpose, without first obtaining the written agreement of the other party.
The Recipient undertakes to keep the Confidential Information disclosed by the other party secure and not to disclose it to any third party [except to its employees and professional advisers] who need to know the same for the Purpose, who know they owe a duty of confidence to the other party and who are bound by obligations equivalent to those in clause 3 above and this clause 4.
The undertakings in clauses 3 and 4 above apply to all of the information disclosed by each of the parties to the other, regardless of the way or form in which it is disclosed or recorded but they do not apply to:
any information which is or in future comes into the public domain (unless as a result of the breach of this Agreement); or
any information which is already known to the Recipient and which was not subject to any obligation of confidence before it was disclosed to the Recipient by the other party.
Nothing in this Agreement will prevent the Recipient from making any disclosure of the Confidential Information required by law or by any competent authority.
The Recipient will, on request from the other party, return all copies and records of the Confidential Information disclosed by the other party to the Recipient and will not retain any copies or records of the Confidential Information disclosed by the other party.
Neither this Agreement nor the supply of any information grants the Recipient any licence, interest or right in respect of any intellectual property rights of the other party except the right to copy the Confidential Information disclosed by the other party solely for the Purpose.
The undertakings in clauses 3 and 4 will continue in force [indefinitely]/[for [insert number] years from the date of this agreement].
This Agreement is governed by, and is to be construed in accordance with, English law. The English Courts will have non-exclusive jurisdiction to deal with any dispute which has arisen or may arise out of, or in connection with, this Agreement.
Party A:
Signed [[insert name of party a individual]] OR [[insert name of party a representative]]:
_____________________________
Signature
_____________________________
Name
_____________________________
Position
Party B:
Signed [[insert name of party b individual]] OR [[insert name of party b representative]]:
_____________________________
Signature
_____________________________
Name
_____________________________
Position
About this template
What is this template?
Mutual Non-Disclosure Agreement (NDA) by GOV.UK is a free, ready-to-use Confidentiality & Non-Disclosure Agreements template you can open, customize, and download on GitLaw. It gives you a professionally structured starting point, so you never have to draft from a blank page. The wording is plain and modern, organized into clear sections that are easy to read, edit, and adapt to your own situation before you share or sign it.
When should you use it?
Reach for this Confidentiality & Non-Disclosure Agreements template whenever you need a reliable agreement quickly and want to be sure the essentials are covered. It suits individuals, freelancers, startups, and established businesses alike. Instead of paying for a document drafted from scratch, you can start here, tailor the details to your arrangement, and have a polished draft ready in minutes. This version is drafted with England & Wales in mind, though you should always review the final wording against the laws that apply to you.
What's typically included?
A well-drafted Confidentiality & Non-Disclosure Agreements usually sets out the parties involved, the scope of the agreement, and each side's rights and responsibilities. Expect sections covering key terms and definitions, how long the agreement lasts, how it can be ended, and what happens if something goes wrong. This template brings those building blocks together in a sensible order, so you can focus on the specifics rather than worrying about what to include. Open it to read the full document, then sign up to edit, negotiate, and e-sign it directly in GitLaw.