Confidentiality agreement (one-way; pro-discloser)
A standard document providing a one-way, pro-discloser confidentiality agreement, also known as a non-disclosure agreement (NDA), governed by the law of England and Wales. This document aims to protect confidential information when one party discloses it to another for a specific purpose, such as exploring a potential commercial collaboration. It outlines the recipient's core obligations to keep information secret and use it only for the defined purpose. The agreement defines what constitutes confidential information and details standard exceptions, such as information already in the public domain. It also addresses permitted disclosures to representatives and mandatory disclosures as required by law. Key pro-discloser provisions include an indemnity for breaches and clauses to manage risks from the use of artificial intelligence (AI). The drafting notes discuss legal and regulatory issues to bear in mind when drafting an NDA, including the Solicitors Regulation Authority (SRA) warning notice and section 17 of the Victims and Prisoners Act 2024.
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