Non-Disclosure Agreement (NDA) Template

A one-way NDA for when only you share confidential information - with a freelancer, a potential investor, a manufacturer or a new hire. Short, clear and balanced.

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Non-Disclosure Agreement

This Non-Disclosure Agreement (the “Agreement”) is made on 15 October 2026 between Pixelcraft Studios LLP, of 4th Floor, Cyber Towers, HITEC City, Hyderabad, Telangana 500081 (the “Disclosing Party”) and Vikram Iyer, of 12 Jubilee Hills, Hyderabad, Telangana 500033 (the “Receiving Party”), each a “Party” and together the “Parties”.

1. Purpose

The Parties wish to share confidential information for the purpose of evaluating and working on the design of the Disclosing Party's unreleased mobile banking app (the “Purpose”).

2. Confidential information

“Confidential Information” means any non-public information disclosed by the Disclosing Party to the Receiving Party, in any form, that is marked confidential or that a reasonable person would understand to be confidential. It includes business plans, financial information, customer and supplier details, product designs, software, data and know-how.

3. Obligations

The Receiving Party will:

(a)

keep the Confidential Information confidential and protect it with at least reasonable care

(b)

use it only for the Purpose

(c)

share it only with its employees, contractors and professional advisers who need to know it for the Purpose and are bound by confidentiality duties at least as strict as these

(d)

not copy, reverse engineer or decompile it, except as needed for the Purpose

(e)

tell the Disclosing Party promptly if it becomes aware of any unauthorised use or disclosure

4. Exclusions

These obligations do not apply to information that:

(a)

is or becomes public through no fault of the Receiving Party

(b)

the Receiving Party already lawfully knew before receiving it

(c)

the Receiving Party receives lawfully from a third party without a duty of confidentiality

(d)

the Receiving Party develops independently without using the Confidential Information

5. Required disclosure

The Receiving Party may disclose Confidential Information if required by law, regulation or court order, provided that, where lawful, it gives the Disclosing Party prompt notice and discloses only what is required.

6. Return or destruction

On the Disclosing Party's request, or when the Purpose ends, the Receiving Party will return or destroy the Confidential Information, except copies it must keep by law or in routine backups, which remain subject to this Agreement.

7. No licence or obligation

All Confidential Information remains the property of the Disclosing Party and is provided “as is”. This Agreement does not grant any licence or other rights in it, and does not oblige either Party to enter into any further agreement or transaction.

8. Duration

The obligations in this Agreement last for 3 years from the date of each disclosure. Trade secrets remain protected for as long as they remain trade secrets under applicable law.

9. Remedies

Unauthorised use or disclosure may cause harm for which damages alone are not an adequate remedy, so the Disclosing Party may seek an injunction or other equitable relief in addition to any other remedy available.

10. Governing law and disputes

This Agreement is governed by the laws of India. The Parties will first try to resolve any dispute through good-faith discussion. If a dispute is not resolved within 30 days, the courts at Hyderabad, Telangana will have exclusive jurisdiction.

11. General

(a)

Entire agreement: this Agreement is the whole agreement between the Parties about its subject and replaces any earlier discussions or agreements on it.

(b)

Changes: any change to this Agreement must be agreed in writing by both Parties. Email is sufficient.

(c)

Notices: notices may be sent by email to the addresses the Parties use for this engagement, or delivered to the addresses above.

(d)

Assignment: neither Party may transfer this Agreement without the other's written consent.

(e)

Severability: if any part of this Agreement is found unenforceable, the rest continues in effect.

(f)

Signatures: this Agreement may be signed electronically and in counterparts, each of which is an original.

Signed by the Parties on the dates below.

Signed for the Disclosing Party

Pixelcraft Studios LLP

Signature

Name

Arjun Reddy

Title

Designated Partner

Date

Signed for the Receiving Party

Vikram Iyer

Signature

Name

Vikram Iyer

Title

Date

One-way or mutual?

Use a one-way NDA when only one side shares secrets - for example a startup briefing a freelance developer. If both sides will share confidential information, such as two companies exploring a partnership, use a mutual NDA instead.

Define the purpose narrowly

The purpose clause limits what the recipient may do with your information. 'Evaluating and developing the mobile app described in our discussions' is far more protective than 'business purposes'.

Frequently asked questions

Is this contract legally binding?

A contract signed by both parties is generally binding if they agreed to its terms freely. These templates are a well-structured starting point, not legal advice: for high-value or unusual agreements, have a lawyer review the final version.

How long should an NDA last?

Two to five years is common for business information. Trade secrets stay protected for as long as they remain secret, which this template covers.

Does a contract need stamp paper in India?

Many agreements in India attract stamp duty, which varies by state and type of agreement. You can print on stamp paper or pay e-stamp duty for your state; an unstamped agreement may not be admissible as evidence until the duty and any penalty are paid.

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