Protection & Confidentiality

Non-Disclosure Agreement (NDA) -- Mutual

A mutual Non-Disclosure Agreement (NDA) protects confidential information shared by both parties. Ideal for business partnerships, joint ventures, or exploratory discussions where both sides share sensitive information.

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Drafted to comply with Kenyan law and international common law standards.

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What this document covers

Both parties as disclosing and receiving parties
Definition of confidential information for each party
Permitted use of each party's confidential information
Exclusions from confidentiality
Duration of obligations
Obligation to return or destroy information
Remedies for breach
Governing law clause

Frequently Asked Questions

When should I use a mutual NDA instead of a one-way NDA?
Use a mutual NDA when both parties will be sharing confidential information — for example, in a joint venture discussion, partnership exploration, or merger negotiation. A one-way NDA only protects one party's information; a mutual NDA protects both.
How long should an NDA last in Kenya?
There is no statutory limit, but Kenyan courts assess whether the duration is reasonable. Two to five years is typical for business information. Trade secrets may justify longer periods or indefinite protection. Overly broad or indefinite NDAs may be partially struck down.
Is a mutual NDA enforceable internationally?
Yes. Mutual NDAs governed by common law principles are enforceable across the UK, Australia, India, Kenya, Nigeria, and other jurisdictions. For cross-border transactions, specify the governing law and jurisdiction clause to avoid ambiguity.