By the Templateez Team · Licensed Attorney · July 2026

NDA Intake Forms: Capturing the Terms Before You Draft

An NDA sounds simple until you start drafting one. Mutual or unilateral? What information is covered? What's carved out? How long does the obligation last? Can the receiving party share with its advisors? Every answer changes the document. A structured intake captures these decisions before you open a word processor, which means fewer revision cycles and a faster turnaround to the client.

Direction of Disclosure

The first question is whether the NDA is mutual (both parties disclosing) or unilateral (one party disclosing to the other). This determines the entire structure of the agreement. In practice, most NDAs should be mutual even if only one party is currently planning to disclose — because the receiving party often ends up sharing information during the evaluation process. Our NDA intake form captures this upfront along with the specific types of information each party expects to share. If you need a finished NDA document rather than an intake form, see our document generator which builds both mutual and unilateral NDAs.

Definition of Confidential Information

The intake should ask what categories of information will be disclosed: technical data, business plans, financial information, customer lists, source code, trade secrets, personnel information, marketing strategies. It should also ask what is explicitly carved out: information that's publicly available, independently developed, received from a third party without restriction, or required to be disclosed by law or court order. The carve-outs are as important as the definition.

Duration and Permitted Use

How long will the parties be exchanging information (the disclosure period)? How long must the confidentiality obligation survive after the disclosure period ends? The market standard for commercial NDAs is 2-3 years for the confidentiality obligation, but trade secrets should be protected indefinitely. The intake should also capture the permitted use — usually 'evaluating a potential business relationship' — because this limits what the receiving party can do with the information.

Remedies and Jurisdiction

Does the disclosing party want injunctive relief provisions? (Usually yes — monetary damages are hard to prove for confidentiality breaches.) Which state's law governs? Where will disputes be resolved — courts, arbitration, or mediation first? The intake captures these preferences so the drafter doesn't have to make assumptions that the client will later reject.