DocMuse is a private, paid service run by The Muse Technology EOOD (Bulgaria). It is not a government website and is not connected with mygov.scot, the Scottish Government, the Scottish Courts and Tribunals Service or any other public body. It is not a law firm and is not regulated by the Law Society of Scotland or any other legal regulator, so the Scottish Legal Complaints Commission cannot consider complaints about it; its documents are not legal advice.
Mutual non-disclosure agreement (Scotland)
Scotland · in English
€2.00Fill it in online free — pay only to download
14 questions · about 6 min
Made for use in Scotland
Fill in the form
Your answers stay on this device for 7 days, or until you clear them.
- Instant download after payment
- Backup link emailed to you
- No account needed
For two businesses or individuals in Scotland about to share confidential information before a deal, a joint project, an investment or a supplier relationship. Each party agrees to keep the other's information confidential, use it only for the stated purpose, share it only with people who need to know it, and return or destroy it on request, for the number of years chosen. It keeps the usual exceptions and allows reports to the police and protected disclosures. Governed by Scots law, with the Scottish courts; both sign, no witness needed.
- Made for use in Scotland
- Last updated October 29, 2026
- Document in English
Where a UK document reproduces the words of legislation or of a government publication — UK, Scottish or Northern Irish — it contains public sector information licensed under the Open Government Licence v3.0.
Published byDocMuse
When to use this document
- You are about to show your business plans to a possible partner in Scotland and want them kept secret.
- Two companies want to share pricing and technical details before deciding on a deal.
- An investor in Scotland asks for your figures and you want a confidentiality agreement first.
- You want both sides bound to keep each other's information confidential.
What you fill in
The details the document asks for.
- Date
- First party's name (business or person)
- First party's company number, if a company
- First party's address (number and street)
- Town or city
- First party's postcode
- Second party's name (business or person)
- Second party's company number, if a company
- Second party's address (number and street)
- Second party's postcode
- Purpose
- Number of years the duties last
- Person signing for the first party
- Person signing for the second party
Common questions
- Can a non-disclosure agreement be enforced in the Scottish courts?
- Yes, as a contract, and Scots law also protects information shared in confidence even without one. The court can award damages for a breach and grant interdict to stop a threatened disclosure. An NDA works best when its purpose and the information it covers are clearly defined and its duration suits the information. It needs only the parties' signatures, without a witness.
- Can a confidentiality agreement under Scots law stop someone blowing the whistle?
- No. A confidentiality term cannot stop a worker making a protected disclosure under Part 4A of the Employment Rights Act 1996, which applies in Scotland, and a term that tries to do so is void to that extent. Nor should an agreement try to stop anyone reporting a crime to the police. This agreement says expressly that such reports are always allowed.
- For how many years should confidentiality last under a business NDA in Scotland?
- As long as the information keeps its value: you choose the number of years when you fill in the agreement. Trade secrets stay protected under this agreement for as long as they remain secret. A very long period for ordinary business information is harder to justify and to enforce, so match the period to what is being shared.
How you can sign this document
- Print it and sign by hand. The signature lines in the document are left blank on purpose — sign on them in ink.
- Sign it yourself with a qualified electronic signature. If you already hold a QES — Evrotrust, B-Trust, StampIT, ZealiD or any qualified provider on the EU Trusted List, on a card, a USB token, in a mobile app or in the cloud — our signing guide explains step by step how to sign this exact file without invalidating it. Step-by-step help, and a way to check it worked
DocMuse sells documents, not legal advice. Acceptance always depends on the recipient's rules and your local law.
Related documents
- Business-to-business services agreement (Scotland)
For a business in Scotland that provides services to another business: consultancy, design, maintenance, marketing or IT support. The agreement sets out the services, the fees, invoicing and payment within an agreed period, who owns the work produced, confidentiality, data protection, a cap on liability, notice to end it, and Scots law and the Scottish courts. Late payment carries statutory interest. Both businesses sign; no witness is needed. For an individual freelancer, the freelance consultancy agreement fits better.
- Freelance consultancy agreement (Scotland)
For a business client and a self-employed consultant or freelancer in Scotland, working on their own account or through their own limited company. The agreement covers the services, fees and invoices, expenses, the right to send a substitute, who owns the work, confidentiality, liability, ending the contract and the off-payroll working rules (IR35) for medium and large clients, under Scots law and the Scottish courts. Its wording does not decide employment or tax status, which follows how the work is actually done, so each party should take advice if the status is unclear.
- Letter before action to a company for an unpaid invoice (Scotland)
For a business in Scotland owed money by a company or LLP that has not paid an invoice. Scotland has no pre-action protocol for debts, but the simple procedure claim form asks what you did to settle: this letter sets out the debt, claims statutory interest at 8% above the Bank of England reference rate and the fixed sum of £40, £70 or £100 under the Late Payment Act (or the interest your contract sets), gives 14 days to pay or dispute, and warns of an action in the sheriff court — simple procedure up to £5,000. Sent by recorded delivery.
- Notice terminating a business contract (Scotland)
For a business in Scotland ending a contract with a supplier, customer or other business, either on the notice the contract allows or because the other side has committed a material breach. The letter identifies the contract and the clause relied on, gives the end date, describes any breach, and records that payments due and surviving terms continue. Follow the contract's notices clause on address, method and timing, and keep proof of delivery. Ending a contract for a breach that is not material can itself be a breach, so take advice if unsure.
- Freedom of information request to a Scottish public authority (Scotland)
For anyone who wants information held by a Scottish public authority — the Scottish Government, a council, a health board, Police Scotland, a school or a university: a request under the Freedom of Information (Scotland) Act 2002, also covering environmental information, asking for a reply within 20 working days (Scottish bank holidays excluded). No reason is needed. Many authorities have their own online form or FOI email address, free. A UK-wide body such as HMRC or the DWP answers under the UK Act instead: use the Freedom of information request to a public authority (UK).
- Appeal against a refused placing request for a school (Scotland)
For a parent in Scotland whose placing request for a school — in P1, S1 or during the school year — has been refused, or not decided in time. A reference to the education appeal committee under section 28C of the Education (Scotland) Act 1980: it identifies the decision, sets out your grounds, asks the committee to overturn the refusal and asks for the hearing papers in good time. It must reach the council within 28 days of your receiving the refusal; many councils also have their own appeal form. Sent by recorded delivery, with the decision letter and your evidence.