NDA template for the US
Create a Non-Disclosure Agreement for the United States in a few minutes. In the US, contract law is set state by state, so FD AI lets you choose the state — Delaware, New York, California, Texas and more — and drafts the NDA from Founders Doc's own wording.
In FD AI: Choose United States › your state: Delaware, New York, California, Texas, Florida, Illinois, Massachusetts, Washington, Nevada or Georgia.
What this NDA covers
- Mutual or one-way
- Choose whether both sides share information, or only one. It changes who owes the duty to keep things private.
- What is confidential
- Described from your own words — customer lists, pricing, code, plans — so there is no argument later about what was covered.
- What the information may be used for
- Limited to the purpose you describe, such as exploring a partnership or an investment.
- How long it lasts
- Two years unless you choose otherwise, or no time limit at all.
- Personal data
- If personal data will be shared, a data protection clause is added.
- Law and disputes
- The law of the place you choose, with disputes going to the courts or to arbitration.
- No hidden extras
- FD AI does not slip in a non-compete or other aggressive terms you did not ask for.
US law points to know
- Governing law
- Each state has its own contract law. Delaware and New York are common choices for business contracts; many companies choose the state where they are based.
- Disputes
- Choose the courts of the state you picked, or arbitration — private, and often preferred when the parties are in different states or countries.
- Signing
- Federal and state laws on electronic signatures generally allow an NDA to be signed electronically.
- Employees and contractors
- If the NDA is with an individual employee or contractor, a whistleblower-immunity notice under the federal Defend Trade Secrets Act is usually recommended. Ask a US lawyer if this applies.
- Personal data
- Some states have privacy laws (California's, for one). If personal data will be shared, answer Yes and a data protection clause is added.
How it works
- Answer a few questionsPlain English, one at a time. Skip anything you are unsure of.
- FD AI drafts your NDAFrom Founders Doc's own lawyer-written wording, shaped around your answers.
- Check, edit and downloadChange any wording, ask FD AI to explain a clause, then download it as Word.
Common questions
Which state's law should I choose?
Usually the state where you or your company are based. Delaware and New York are common neutral choices for business contracts between parties in different states.
Is one NDA valid in every state?
An NDA governed by one state's law can generally be enforced against parties in other states. The chosen state's law decides how it is read.
Can I use this NDA with a non-US company?
Yes. Choose the governing law you agree on; for parties in different countries, arbitration is often the practical choice for disputes.
Mutual or one-way: which do I need?
If only you will share confidential information, a one-way NDA is enough. If both sides will share, choose mutual so the same duties apply to both.
Do investors sign NDAs?
Many professional investors decline to sign NDAs at the first meeting, because they see many similar ideas. An NDA is more usual later, for due diligence, or with partners and suppliers.
How long should an NDA last?
Two to five years is common for business information. Some information, such as trade secrets, may need protection for longer — FD AI lets you choose a period or no time limit.
Can I edit the NDA after FD AI drafts it?
Yes. You can change any wording in the draft before you download it as a Word document, and ask FD AI to explain any clause.
NDA templates for other countries
Related reading
Draft your US NDA now
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This page is general information, not legal advice. Every deal is different — for advice on your situation, talk to a Founders Doc lawyer.