What a workable NDA contains
- Who it binds. Mutual is normal for freelance work — you see their strategy, they see your methods. A one-way NDA that binds only you is a choice someone made, and you can ask for it to be mutual.
- What counts as confidential. Ideally marked or clearly non-public. “All information disclosed” sounds thorough and is unenforceable in practice, because it would cover the client's name and the fact you met.
- What does not count. Information you already had, information that becomes public without your fault, and information a court orders you to disclose. If these carve-outs are missing, ask why.
- How long. Two to five years for commercial information. Perpetual confidentiality is appropriate for trade secrets and nothing else.
- What happens at the end. Return or delete, and whether you may keep one archival copy — which you generally need, because your own records have retention obligations of their own.
The three clauses that arrive uninvited
| Clause | What it does | Reasonable version |
|---|---|---|
| Non-compete | Stops you working for anyone in their sector, often for a year after | Non-solicitation of their staff and named accounts, 6–12 months. Sector-wide bans should be refused. |
| IP assignment | Assigns everything you create, sometimes including work made before | Assignment of the deliverables on full payment, with your pre-existing tools and methods excluded. |
| Unlimited liability | Exposes you beyond the value of the job | Liability capped at the fees paid under the agreement. |
None of these belong in a confidentiality agreement at all. When they appear there it is usually because a template was reused, not because anyone insisted — which means asking to remove them is a smaller conversation than it feels.
A note on the portfolio
The clause freelancers regret most is the one they did not notice: a broad NDA can prevent you from showing the work. For anyone whose next client arrives through a portfolio, that is a real commercial cost hiding inside a formality.
Ask for a portfolio carve-out in writing: you may show the finished, published work and name the client, once it is public. Most clients say yes immediately, because the published work is already public. Asking after you have signed is a much weaker position than asking before.
Signing it without the paper loop
Flowzivo includes an NDA alongside service and retainer agreements, with your details and the client's filled in from their record. Both parties sign in the browser, and each signed copy carries an audit fingerprint — a record of what was signed and when, so a later edit is detectable.
It is stored with the client, next to the quotes and invoices for the same relationship, which is where you will look for it in two years.
Get it signed instead of reading about it
The demo is the real product with example data in it. No account, nothing to install, and anything you add you can keep when you sign up.
No account to look around. Example data, and anything you add is yours to keep.
Questions
Is a template NDA good enough?
For ordinary commercial work, usually yes — NDAs are among the most standardised documents in business. Get advice when the information is genuinely valuable (source code, unreleased products, personal data at scale) or when the client's version arrives with clauses attached.
Should I sign the client's NDA or send mine?
Sign theirs if it is reasonable; arguing over whose paper is used costs goodwill for nothing. Read it first, and ask for changes to the three clauses above — asking is normal and refusing to read is what costs money.
How long should confidentiality last?
Two to five years covers most commercial information, which stops being sensitive long before that. Perpetual obligations are appropriate for genuine trade secrets and should be limited to them, not applied to everything you were told.
Is an on-screen signature valid?
For ordinary commercial contracts in most of Europe, a clear record of who agreed and when is generally sufficient. Some documents have form requirements — check what applies to your situation before relying on it for anything unusual.