What NDA should a UK freelancer use?

Yes, when you will share something a client should not reuse: a pitch, a process, unreleased work or rates. An NDA is a short confidentiality contract, not a substitute for a freelancer agreement. Send it before the call. Agree the words on one shared draft. Do not email v4_final.docx back and forth.

This page is England and Wales first. Scotland and Northern Ireland are separate legal systems. It is the freelancer situation page: when to send one, mutual or one-way, and how you agree it. NDAs explained is the general explainer. Best NDA generators in the UK is the tool roundup. The product landing is the NDA generator.

An NDA sits next to the job paper. It covers the conversation before you have a signed freelancer agreement or consulting agreement. Once the job starts, a confidentiality clause in that larger contract usually takes over. You still need the standalone NDA for the pitch itself.

Start from /templates/nda or a mutual NDA. See also /for/freelancers.

Send it before you share the confidential thing. A pitch deck, a day-rate sheet, a process walkthrough or unreleased files all count. The IPO says: do not disclose until the recipient has signed and returned the NDA. Signing after the call does not rewind what they already heard.

Typical freelance moments:

• a studio pitch where you show method, not only a finished portfolio
• a rate card or commercial model you do not want forwarded to three other quotes
• unreleased work, a brand-in-progress, or a product still in stealth
• introducing a subcontractor to a client’s files before they are on paper

The IPO’s non-disclosure agreements note (checked 3 November 2026) is blunt: without an NDA you take the risk that others use your ideas without permission. It also says not to assume conversations with advisers are automatically confidential.

If they will not sign before the call, treat that as a client who will not sign. Do not start the job on paperwork-to-follow. See Should I start work before the contract is signed?.

Use a mutual NDA if both of you will share confidential information. Use a one-way NDAone-way NDAA one-way NDA is a confidentiality agreement where only one side discloses information and only the other side is bound to keep it private.More in the glossary if only you disclose — a pitch, a process, a rate card. Agency and studio talks are usually mutual. Do not dress a one-way disclosure up as mutual just to avoid a deeddeedA deed is a formal written document that meets special signing rules, commonly used where one side gives nothing in return.More in the glossary.

The IPO puts it the same way: one-way if only you are disclosing, mutual if both parties are. It also says that if the NDA is one-way only, it may need to be executed as a deed to make it enforceable, and that you should not make what should be a one-way agreement into an artificial mutual agreement.

A mutual NDA is often easier to get signed, because the terms bind both sides equally. Where only one side will realistically share anything, a one-way NDA is shorter and clearer. A one-way NDA that names considerationconsiderationConsideration is what each party gives or promises in exchange for the other's promise in a contract.More in the glossary — something given in return, even a recitalrecitalsRecitals are the opening background paragraphs of a contract. They explain who the parties are and why they are signing, but they are not usually operative promises. If a recital states a fact that is wrong, it can still support a misrepresentation claim. Keep the deal itself in the operative clauses, not in the recitals.More in the glossary that they get access to the information — can work as a simple contract. Writford’s one-way Word template, checked 3 November 2026, carries a consideration recital for that reason.

Lex will draft either if you say so in the sentence. Start from a mutual NDA when both of you will talk, or from the NDA generator.

No. An NDA stops them using or sharing what you showed them. It does not transfer copyright in work you later make. Under CDPA 1988 s.11 you own freelance work until a written, signed assignmentassignmentAssignment is the transfer of rights under a contract to someone else, such as the right to be paid. In England and Wales a legal assignment of a debt must be in writing, absolute, and notified, under the Law of Property Act 1925 s.136. Duties do not pass by assignment; moving duties takes a novation.More in the glossary. Paying an invoice does not move title. Put IP in the freelancer agreement, not only in the NDA.

CDPA 1988 s.11 makes the author the first owner. The employee exception in s.11(2) applies to employees, not to a freelancer on a contract for services. Section 90(3) is the assignment rule: an IP assignment is not effective unless it is in writing, signed by you or someone signing on your behalf.

Keep two papers:

• the NDA — what they may do with the pitch, the process, the files you showed them
• the job contract — scope, fee, and whether they get an assignment or a licencelicenceA licence is permission to use work in an agreed way, without taking ownership away from the person who made it.More in the glossary in the deliverables, on full payment

A confidentiality promise is not a transfer of copyright. If they later publish unpaid work, that is Client using your work without paying, and the intellectual property assignment clause is the one that should have been signed.

Parties, a precise purpose, a definition of confidential information, the usual exclusions, how long the duty lasts, who may see it, governing lawgoverning lawGoverning law is the legal system the parties choose to interpret their contract and decide disputes about it.More in the glossary of England and Wales, and how you sign. Mutual or one-way must match who actually discloses. Then sign the same version.

Eight lines do the work:

In England and Wales a person who is not a party can enforce a term if the contract says so, or if the term purports to confer a benefit on them, unless the contract shows the parties did not intend that. Contracts commonly exclude that right. That is the Contracts (Rights of Third Parties) Actthird-party rightsThird-party rights are the ability of someone who did not sign to enforce a term. The default common-law rule is privity. The Contracts (Rights of Third Parties) Act 1999 creates a limited exception. Commercial drafts usually exclude the Act, then grant a named right to a specific affiliate, funder or end client where one is actually needed.More in the glossary 1999, s.1. Write whether advisers may see the information, and whether anyone else can enforce the NDA.

The IPO’s example files are a starting point, not a finished freelance paper. Fill the purpose and the parties. NDAs explained walks through definition, exclusions, duration and who may see the information. Confidentiality is the clause that later sits inside the job contract.

A free Word or PDF NDA is a first draft you fill in and email. A shared online NDA room lets both sides edit and e-signe-signatureAn e-signature is any electronic way of showing agreement to a document, such as a typed name, a drawn signature or a click.More in the glossary one version. An e-sign-only tool collects names on a file you already have. Pick the job: blanks, agreement, or signature.

Facts checked 3 November 2026 against each vendor’s own pages and the IPO publication. We omit anything those pages do not say. Always see the vendor page for current tiers.

The IPO examples are at GOV.UK: non-disclosure agreements. Writford’s mutual and one-way Word files are free downloads by email. DocuSign’s public products and pricing page is the source for the Personal figure and the “recipients do not need an account” FAQ. If you only need a signature on a finished PDF, an e-sign tool is the closer fit — see DocuSign for freelancers. If you still need to agree the words, a shared room is the missing piece.

The named-tool roundup is Best NDA generators in the UK. This table is the method split for a freelance pitch.

Because both parties agree on and edit the contract in one shared place. The purpose, exclusions, term and who may see the information stay on one version. Nobody signs v4_final while the other side signed v4_final_JS. That is our core job.

A typical freelance Word thread looks like this: you fill the IPO or Writford blanks, email a .docx, they return a PDF of their paper, you copy clauses into a new file, and someone prints the wrong one. Each hop creates a new original. Two-sided editing keeps one original: every redlineredlineA redline is a proposed edit on a draft contract — words added, struck out or rewritten — not a signed change.More in the glossary sits on the same page, every version is kept, and the signed copy is the one you both saw.

On Contracts.io, Lex drafts from a sentence (“a mutual NDA with a studio we are pitching next week”). You edit. The other side opens the link free, with their own private Lex you cannot see. Accept, Counter or Decline. Then both of you e-sign one frozen version. The guest never pays.

That does not make a badly scoped NDA good. It does mean the words you both signed are the words you both edited. See /features and your client redlined your contract.

Yes, for a simple freelance NDA. In England and Wales an electronic signature is admissible in evidence, and the Law Commission concluded it is capable of executing a document where the signer intends to authenticate it. A deed still needs a witness who is physically present. Most commercial NDAs are simple contracts.

The Electronic Communications Act 2000, s.7, makes electronic signatures admissible. The Law Commission’s 2019 report Electronic execution of documents is the restatement: an electronic signature is capable in law of executing a document, including a deed, where the signer intends to authenticate it and any formalities are met. See e-signature and Is an electronic signature legally binding?.

A deed is different. The Law of Property (Miscellaneous Provisions) Act 1989, s.1(2)–(3), says a deed must make clear on its face that it is intended to be a deed, and is validly executed by an individual only if signed in the presence of a witness who attests the signature, and delivered as a deed. The Law Commission says that witness must be physically present even when the signature is electronic.

The IPO’s example one-way NDA is set out to be signed and delivered as a deed, with a witness block, because a one-way promise can lack consideration. A mutual NDA usually has consideration each way: each side’s promise of confidence. A one-way NDA that recites consideration can stay a simple contract.

On Contracts.io both sides e-sign one frozen version. See /law/england-and-wales.

On Contracts.io both sides draft, negotiate and e-sign one shared NDA. Describe the pitch in a sentence. Lex, our AI host, drafts. You share one link. The client can Accept, Counter or Decline, then you both e-sign. The other side never pays and does not need an account.

The purpose, the term and the exclusions are the version you both signed. Nobody emails v4_final.docx back and forth. The guest opens the link free, with their own private Lex. Signing attaches to one frozen version.

Start from the NDA generator, /templates/nda or a mutual NDA. The job itself still needs a freelancer agreement. You can also start from the AI contract generator or the contract generator.

Free £0, then paid plans from £15 a month — see /pricing.

Try it on contracts.io: describe the pitch in one sentence, share one link, and e-sign before you send the deck.

NDAs explained is the longer explainer. Best NDA generators in the UK is the named-tool roundup. Contracts for freelancers is the wider set of papers that sit around this one.