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This One-Way NDA only protects the confidential information of one party (the "Discloser"). A one-way NDA is also known as a "unilateral" NDA or simply "NDA."  


Although the recipient-friendly version of the NDA includes baseline protections for the use and disclosure of any confidential information, it is drafted more in favor of the Recipient because the definition of confidential information is not as broad (includes less types of information), the obligations are not as strict, and the remedies are not as significant as the discloser-friendly version of the NDAs. 

One-Way NDA (recipient-friendly)


    Limits the type of information protected. 

    Carve-outs for information that is not confidential (to limit your liability to only truly proprietary information).

    Limits your obligations. 

    Limits the term of your obligaitons. 

    Limits your potential damages. 

    No attorneys' fees (deters litigation).  

    Disclosing party cannot assign its rights to another party.

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