oneNDA Alignment Check for Unilateral NDAs

Designed For:

Users who want to check the terms of unilateral non-disclosure agreements (NDAs) against the oneNDA v0.1 baseline (oneNDA).

Purpose:

This screen contains 60 standards and questions designed to help users assess whether an NDA aligns with the oneNDA standard.

Limitations, Assumptions, Details:

This screen measures alignment to a fixed set of baseline terms in oneNDA. It checks for the presence/absence of clauses that are contained in oneNDA. It does not check for other concepts or issues outside of oneNDA and includes checks for boilerplate provisions that are included in oneNDA, for completeness. 

This screen generally applies a strict interpretation of the baseline oneNDA clauses, unless otherwise specified in the User Guidance of a standard or question. This may result in some clauses being flagged as misaligned (i.e. as a failed standard) even if they are commercially reasonable or commonly accepted in practice. Users should apply their own commercial judgment and, where appropriate, modify results to reflect their organization’s position, business needs, or negotiation strategy.

This screen has been validated on a variety of general commercial agreements. Evaluation on a random sample of 15+ contracts achieved ≥85% accuracy across all standards and questions.

Details regarding specific standards and questions are included in the User Guidance.

Standards and questions are assigned a default Risk Level = High.