Are NDAs enforceable under English law?
Yes, provided they are reasonable in scope, duration, and geographical reach. English courts will not enforce NDAs that are excessively broad or designed to suppress whistleblowing or statutory disclosures.
Drafted under English law — UK GDPR compliant
A mutual or one-way NDA for use in commercial contexts, covering confidential information shared during business discussions, due diligence, or ongoing commercial relationships.
Since Brexit, the UK operates under UK GDPR — a retained version of EU GDPR with domestic modifications. NDAs that reference confidential information must be consistent with UK GDPR obligations, particularly where personal data forms part of the information being protected. Bracton's NDA is drafted under English law and references UK GDPR obligations explicitly.
A non-disclosure agreement (NDA) is a legally binding contract preventing one or more parties from disclosing confidential information. It is governed by English contract law and, where personal data is involved, must be consistent with UK GDPR.
You need an NDA before sharing confidential information with a contractor, business partner, investor, or prospective employee. It is the first document to sign before any substantive commercial discussion.
Last updated: March 2026
Yes, provided they are reasonable in scope, duration, and geographical reach. English courts will not enforce NDAs that are excessively broad or designed to suppress whistleblowing or statutory disclosures.
No. NDAs cannot lawfully prevent disclosures protected by the Public Interest Disclosure Act 1998 (whistleblowing), reports to regulatory bodies, or cooperation with law enforcement. Any clause purporting to do so is unenforceable.
Where an NDA covers personal data, UK GDPR obligations apply. The NDA should not be used as a mechanism to circumvent data subject rights. Bracton’s template explicitly carves out UK GDPR obligations.
A one-way NDA protects one party’s confidential information. A mutual NDA protects both parties — appropriate where both sides are sharing sensitive information, such as in a joint venture negotiation.
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1. CONFIDENTIAL INFORMATION
"Confidential Information" means any information disclosed by one party to the other in connection with [Purpose] that is marked as confidential or that a reasonable person would understand to be confidential given the context.
2. OBLIGATIONS
The Receiving Party shall: (a) keep the Confidential Information strictly confidential; (b) not disclose it to any third party without prior written consent; and (c) use it only for the Purpose.
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OBLIGATIONS
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