Concise Mutual NDA Language
Provided by AI

Negotiating mutual NDAs can seem like a balancing act. On the one hand, the agreement should cover all of the confidentiality and privacy relationship concerns of a given deal. On the other hand, the more terms you introduce into the negotiations, the more risk you create. Knowing where to draw the line can be difficult to determine, especially when pressed for time and distracted by higher value work. Generating concise mutual NDA language is not easy—but it can be simplified through automation.

LexCheck's artificial intelligence (AI) can balance these two issues by providing a detailed review that guides you through areas you can streamline and areas you should expand. It's like having an experienced contract lawyer on your team capable of completing a contract review in minutes.

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Common Issues With Mutual NDAs

When companies use mutual NDAs to exchange proprietary information, the need for bi-directional exchange of confidential information introduces a dimension of complexity. A unilateral NDA is much easier. One side sets the requirements, and the other chooses whether to accept. In mutual NDAs, both parties bring their own terms to the table. That means several components of the NDA will necessitate protracted negotiations. Standard negotiable clauses in mutual NDAs might include:  

Choice of Law
Acceptable use of proprietary information requires clear provisions that address competing desires by the parties. While the disclosing party wants to restrict its use as much as possible, the receiving party may seek broader allowances to limit delays.  Exclusions may include information publicly available or information independently developed by the receiving party without use of the confidential information. Receiving parties would want this information excluded to protect them from liability.  The laws of the region governing the contract are not always clear—especially when dealing with companies in different jurisdictions, be it counties, states, or countries. Parties must reach a consensus on which laws will govern the agreement. 
Data Protection
Breach Remedies
No Hire/Non-Compete
This is a relatively new negotiable clause as parties sharing proprietary data will require assurances of its protection under certain standards. Regulations specific to the data complicate this clause.  Breach remedies typically rely on the payment of damages and other costs but can be challenging to quantify ahead of time. Ideally, this clause will never trigger, but it remains vital to negotiate these penalties.  Poaching employees can ruin close working relationships between companies. Some companies may choose to negotiate non-solicit or non-compete clauses to prevent this—though they are not enforceable in all jurisdictions. 

With multiple provisions to negotiate, mutual NDAs require a more time-consuming negotiation process than one-way NDAs. AI technology enables legal departments to accelerate these negotiations while creating concise mutual NDA language.

How LexCheck's AI Enhances Mutual NDA Language

At LexCheck, we built a team of expert contract lawyers and artificial intelligence specialists to develop legal technology innovations that go beyond basic legal contract review to substantially accelerate the successful negotiation of mutual NDAs on behalf of companies. 

Our AI contract analysis technology leverages data from other successfully executed agreements, as determined by the AI's Digital Playbook, to review and evaluate the clauses in a mutual NDA. The technology highlights areas of concern and then provides suggestions for revisions. Our platform offers a wide range of benefits to users, including:

  • Optimized negotiations: Attorneys may spend a lot of time negotiating low-value targets that will not provide substantial returns. Our AI technology points them in the direction of crucial areas so they don't waste time arguing inconsequential terms. 

  • Mitigated risks: The AI technology parses and corrects areas of a contract that may make it less effective or unenforceable. Attorneys can eliminate ambiguous language, impractical terms, inconsistencies, and more. 

  • Speed: AI technology accelerates tasks that would take hours, or days, for attorneys to complete. Our clients receive their marked-up contracts within minutes so they can rapidly conclude the negotiations and have the NDAs executed. 

  • Improved resource allocation: In-house counsel manage an assortment of responsibilities. Spending hours reviewing low-value contracts is inefficient. By outsourcing contract review, they recover that time and direct it to other tasks.

  • Reduced costs: Negotiating large volumes of NDAs can rapidly accumulate into significant financial costs related to both internal and outsourced legal support. AI technology can slash these costs to a small fraction of their original spend amounts. 

  • Improved negotiation playbooks: Legal departments may employ their own playbooks to optimize deals, but that does not guarantee that its attorneys will adhere to the provisions. AI Digital Playbooks automate negotiation protocols to ensure compliance with those guidelines. 

  • More efficient agreements: Our technology streamlines content to create more concise language while maintaining the agreement's intent. This process is particularly beneficial when you intend to use the same type of contract repeatedly. 

At LexCheck, our technology improves mutual NDA language on several fronts. It helps attorneys discover and negotiate the terms that require the most attention. It also allows them to streamline their language to create more efficient agreements. And by using LexCheck to negotiate mutual NDAs, law departments accelerate the negotiation process and become business enablers who drive their companies toward their business goals.

Solid Minority Handshake

If you'd like to establish a more efficient mutual NDA negotiation process, contact LexCheck. Our program is not limited to marking up contracts just like your attorneys do, it helps you negotiate better terms. To see how it works, request a demo.
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