NON-DISCLOSURE AGREEMENT (ONE WAY)

 Updated: Nov. 1, 2025

1. What is it?

A One-Way Non-Disclosure Agreement is a legal document in which only one party discloses confidential information, and the other party agrees to protect it. This form of NDA is commonly used when a producer, creator, or business owner is sharing proprietary or sensitive material—such as a script, pitch deck, budget, or business plan—with a third party who will not be sharing anything proprietary in return. The signer agrees not to use, share, or profit from the disclosed information without the disclosing party’s permission. It’s a vital tool for safeguarding intellectual property, business strategies, and creative concepts, especially during early negotiations, interviews, and submissions.

2. Who is it for?

A one-way NDA is best suited when only one party is revealing confidential information, such as:

Ideal for use by:

·       Filmmakers or producers sending scripts, decks, or concepts to potential investors or collaborators

·       Startups disclosing financial models or trade secrets to advisors or freelancers

·       Writers pitching to studios, managers, or production companies

·       Attorneys, accountants, or consultants receiving client information

·       Content creators sharing unreleased footage or IP with a platform or brand

·       Anyone concerned about leaks, idea theft, or competitive misuse

3. What does it include?

A one-way NDA outlines what information is considered confidential, the restrictions on use and disclosure, and how long the confidentiality obligations last. It provides legal protection by creating clear consequences for breach and ensures the disclosing party retains full ownership of their materials. Unlike a mutual NDA, only the receiver of the information signs and accepts restrictions.

Key Sections and Terms:

·       Definition of Confidential Information – Specifies what materials or discussions are protected

·       Obligations of the Receiving Party – Not to use, copy, or disclose the information

·       Exclusions – Clarifies that public knowledge or independently developed ideas aren’t covered

·       Permitted Disclosures – Allows for internal disclosures to employees or agents under the same duty

·       No License or Ownership Transfer – Information is shared, not assigned or licensed

·       Return/Destruction Clause – Materials must be returned or deleted upon request

·       Remedies for Breach – May include injunctive relief or monetary damages

·       Governing Law and Venue – Where any legal dispute will be handled

·       Signature Block – Only the recipient signs, binding them to the terms

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