Free Michigan Non-Disclosure Agreement (NDA) Template
Free, editable, and written for Michigan. Opens in Word, Pages, or Google Docs.
Quick Answer
What does a non-disclosure agreement actually do?
A non-disclosure agreement is a contract where one or both parties promise to keep specified information confidential and to use it only for an agreed purpose. It defines what counts as confidential information, lists standard exclusions such as information that is already public or independently developed, sets how long the obligation lasts, and states what happens if it is broken. An NDA does not by itself transfer ownership of ideas, prevent someone from working elsewhere, or protect information you never marked or identified as confidential. Michigan also protects trade secrets by statute under the Michigan Uniform Trade Secrets Act, separately from any contract. This free template is a generic starting point, not legal advice.
Important: Clear Path Document Services is a document preparation and filing-assistance service — not a law firm. We do not provide legal advice, attorney representation, or create attorney-client relationships. All documents are prepared based on information you provide for educational and administrative purposes.Read full disclaimer.
What this document does
- A confidentiality contract used before sharing business plans, customer lists, pricing, code, formulas, or financials.
- Mutual NDAs bind both sides; one-way NDAs bind only the party receiving the information.
- It is usually the first document signed before a partnership discussion, a sale of a business, or hiring a contractor.
What Michigan requires
- Michigan has adopted the Uniform Trade Secrets Act, which protects information that derives economic value from not being generally known and is the subject of reasonable efforts to keep it secret. An NDA is strong evidence of those reasonable efforts.
- A confidentiality obligation is different from a non-compete. Michigan allows reasonable non-compete agreements in some circumstances, but the rules and enforceability differ and a non-compete belongs in its own carefully drafted document.
- Michigan courts generally enforce confidentiality terms that are reasonable in scope and duration and that protect legitimate business interests.
- Marking documents 'Confidential' and limiting who receives them matters — courts look at whether you actually treated the information as secret.
How to sign and deliver it
- Both parties sign and date. Entities sign through an authorized officer with the title stated.
- No notary is required.
- Each side keeps a signed copy, and the effective date should be on or before the first exchange of information.
- Keep a record of what was shared and when — it matters if you ever have to enforce it.
Mistakes people make
- Defining confidential information so broadly that it covers everything and protects nothing.
- Leaving out the exclusions, which makes the agreement look unreasonable.
- Setting no end date, or an unreasonably long one for ordinary business information.
- Signing before deciding who owns anything created during the discussions.
- Forgetting to require the return or destruction of materials when talks end.
- Never actually marking or identifying what is confidential when you share it.
Frequently asked questions
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Reviewed and updated by the Clear Path document team. Informational only — not legal advice.
Important: Clear Path Document Services is a document preparation and filing-assistance service — not a law firm. We do not provide legal advice, attorney representation, or create attorney-client relationships. All documents are prepared based on information you provide for educational and administrative purposes.Read full disclaimer.