A non-disclosure agreement (NDA) is a contract in which one party undertakes not to disclose or use information that another party shares with it. It is signed before negotiations, due diligence, fundraising, a partnership or an assignment given to a service provider.
What every template should include before you sign.
Identification of the parties and choice between a one-way NDA, where only one party discloses, and a mutual NDA, where both exchange information.
A precise list of the categories of protected information and the media covered: documents, files, oral exchanges, code, customer data.
Information that is already public, already known to the recipient, lawfully obtained from a third party or independently developed.
The purpose for which the information is shared; the confidentiality clause excludes any other use.
The standard of care expected from the recipient: restricted access, secure storage, no copies beyond what the project requires.
Employees, advisers or subcontractors who may access the information, provided they are bound by an obligation at least as strict.
The period during which the undertaking applies, including after the discussions or the main contract end.
Obligation to return or destroy documents and copies when the relationship ends or on request, with written confirmation.
Compensation for breach, any penalty clause, governing law and the competent court or arbitration.
Pick a country: key points, formalities and reference texts.
In Tunisia, drafting focuses on the scope of the information, the term of the undertaking, the governing law and, where relevant, personal data.
All templates in TunisiaIn Algeria, no specific statute covers NDAs: they fall under the general contract rules of the Civil Code.
All templates in AlgeriaIn Morocco, the strength of an NDA depends on how precisely it defines its subject and on proof of its date when the timing of a disclosure matters.
All templates in MoroccoIn Egypt, no specific statute covers NDAs: the contract falls under the Civil Code, and Law No. 82 of 2002 protects undisclosed information.
All templates in EgyptIn Lebanon, the 1932 Code of Obligations and Contracts is the general law that applies; Law No. 81 of 2018 governs any personal data exchanged.
All templates in LebanonIn Iraq, Civil Code No. 40 of 1951 governs contractual obligations; employees are bound to professional secrecy by Labour Law No. 37 of 2015.
All templates in IraqIn Saudi Arabia, an NDA falls under the general contract rules of the Civil Transactions Law (Articles 31 and 33), supplemented by regulations on confidential commercial information.
All templates in Saudi ArabiaIn the UAE, no specific statute covers NDAs: they are ordinary contracts governed by the 2025 Civil Transactions Law.
All templates in the United Arab EmiratesIn Qatar, Law No. 5 of 2005 protects trade secrets; the NDA itself falls under the general law of contract (Civil Code, Articles 171 and 172).
All templates in QatarIn Oman, undisclosed information is protected by the Industrial Property Rights Law (Royal Decree 67/2008); the Civil Transactions Law governs, among other things, penalty clauses.
All templates in OmanIn Yemen, the Civil Code (Law No. 14 of 2002) sets the framework applicable to confidentiality clauses.
All templates in YemenKenya is a common-law country; contracts are governed in particular by the Law of Contract Act (Cap. 23).
All templates in KenyaIn France, trade secrets are protected by Articles L151-1 et seq. of the Commercial Code (Law No. 2018-670); an NDA can be one of the protective measures.
All templates in FranceIn Italy, the Industrial Property Code (Legislative Decree 30/2005, Article 98) protects trade secrets; an NDA can be one of the reasonable protective measures.
All templates in ItalySimple signature, OTP signature or TunTrust qualified signature (DigiGO, Mobile ID) in Tunisia.
See the signature levelsIt is a contract in which the recipient of information undertakes not to disclose it and to use it only for a defined purpose. It also sets the term of the undertaking, the exclusions and the consequences of a breach.
General information, up to date at the date shown. It does not replace legal advice tailored to your situation.
