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Guide · Updated · By Buğra Sözeri

How to E-Sign an NDA

A non-disclosure agreement is usually the first document in a new relationship: before a pitch, a job trial, a partnership talk or a freelance project where you will see a client's data. It should take minutes, not days. Here is how to send an NDA for electronic signature from start to finish, how to choose between a mutual and a one-way agreement, and the details worth checking before anyone signs.

Step by step

  1. Choose mutual or one-way. If only one side shares confidential information, use a one-way (unilateral) NDA. If both sides will share, use a mutual NDA so the obligations run both ways.
  2. Start from a template. Open our free NDA template, or use your own agreement as a PDF or Word file. Fill in the parties' legal names, the purpose, the definition of confidential information and the term.
  3. Upload it and add the signers. In eSignSimple, upload the file and add each signer's name and email. If the other party should sign before you countersign, set a signing order.
  4. Place the fields. Add a signature and date field for each signer, plus name, title and company fields where the NDA asks for them. Save it as a reusable template if you send NDAs often; see templates.
  5. Send and follow up. Send the signing links. Signers do not need an account. Turn on reminders so an unopened email does not hold up the meeting.
  6. Download the signed NDA and certificate. When everyone has signed, all parties get the final PDF. Keep it with its certificate of completion, which records who signed, when and from where.

Mutual or one-way NDA: which do you need?

A one-way NDA protects the disclosing party only: a startup showing its product to a contractor, or a company giving a freelancer access to customer data. A mutual NDA protects both, and fits partnership talks, mergers, joint projects and supplier discussions where each side reveals something.

When in doubt, a mutual NDA is the easier sell, because it asks the other side to accept nothing you do not accept yourself. It also avoids a round of redlines. If the information truly flows one way, a one-way NDA is simpler and more honest about what is being protected.

What should you check before sending an NDA?

Parties: the legal entity names, not trading names, and who signs on behalf of each company. Purpose: a clear sentence about why information is being shared, since it limits how it may be used. Definition: what counts as confidential, and the standard exclusions (already public, already known, independently developed, received from someone else lawfully). Term: how long the duty lasts, often two to five years, and whether trade secrets are protected for longer. Return or destruction: what happens to materials when talks end. Governing law: which country's or state's law applies.

Avoid clauses that forbid someone from working in their field; those belong in a separate non-compete, where local rules are strict. For anything unusual or high-value, have a lawyer review the template.

Is an electronically signed NDA enforceable?

In the US, the UK and the EU, NDAs are ordinary commercial contracts, and a simple electronic signature is generally enough. What makes an e-signed NDA easy to rely on is the evidence: the audit trail with timestamps, email addresses and IP addresses, and a locked final file. Our guide are electronic signatures legally binding covers the law, and the legality pages cover specific countries.

Common mistakes when e-signing an NDA

Sending the NDA after the confidential call instead of before it. Letting the other side edit the Word file and sign a different version than you think: send a final PDF, or review changes before sending. Forgetting to countersign, so only one party has signed. Sending to a generic inbox rather than the person with authority. And not keeping the certificate: six months later, the email thread is gone and the PDF alone tells half the story.

If several people from one company must sign, follow how to send a document to multiple signers. If you need NDAs from many visitors or event attendees, a web form works better than sending each one; see how to collect signatures with an online form.

Our take

An NDA is a courtesy document as much as a legal one: it signals you take the other side's information seriously. So make signing it effortless. Use a short, mutual template unless there is a real reason not to, send it the moment the meeting is booked, and let the other side sign on their phone without creating an account. Save your NDA as a template once, and every future one takes under a minute. And remember that an NDA only helps if you can show it was signed: keep the certificate of completion with the PDF.

Written by Buğra Sözeri, founder and editor, eSignSimple · Last reviewed

Buğra builds eSignSimple and writes and maintains its guides. He researches each legal page against the official texts linked on it and updates pages when the law or the product changes. He is not a lawyer, and nothing here is legal advice. About eSignSimple

Frequently asked questions

Can I sign an NDA online for free?

Yes. eSignSimple's free plan covers 5 documents a month, with an audit trail on each. To sign an NDA someone sent you, our free Sign PDF tool is enough.

Do both parties need to sign an NDA?

For a mutual NDA, yes. For a one-way NDA, the receiving party must sign; having the disclosing party sign too is good practice and avoids doubts.

Does the other party need an eSignSimple account?

No. Signers open a link from their email and sign in the browser.

How long should an NDA last?

Many business NDAs set two to five years, with longer protection for trade secrets. Choose what fits the information.

Can I reuse the same NDA for every new contact?

Yes. Save it as a template with fields in place, then send it with only the names and emails changed.

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