How long does an NDA last?
“Two years” in an NDA can mean two different things: how long the parties will exchange information, or how long the recipient must keep it secret. Trade secrets may be protected with no end date at all. Here is how to read the duration clauses, with a worked example and what to do when you want an NDA to end.
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Updated 28 September 2026 · Written by Joe Farwick, who runs this site
Why an NDA has two clocks
The term decides which information is covered: anything shared before it ends. The confidentiality or survival period decides how long you must keep that information secret. They are different questions, and many NDAs answer them in different clauses, so a quick read can leave you with the wrong end date.
Worked example: an NDA is signed on 1 March 2026. It says the agreement terminates after one year and that the confidentiality obligations survive for three years after termination. Information shared on 20 February 2027 is still covered, because the term has not ended, and it stays protected until 1 March 2030. Information first shared in April 2027 is not covered at all, because the term had already ended.
Compare an NDA that simply says obligations last “three years from the Effective Date”. Everything shared in those three years is protected only until the same date, so information shared near the end gets little protection. A version counted “from the date of each disclosure” protects every item for the full period but requires records of when each item was shared.
How long is normal?
For everyday business discussions, confidentiality periods of one to five years are common; two or three years is a frequent starting point. Fast-moving information such as pricing or a launch plan loses its value quickly, which argues for shorter periods. Technical information, source code and formulas often justify longer ones.
Trade secrets are different because their value depends on staying secret. Under US federal law, information is a trade secret only if its owner has taken reasonable measures to keep it secret and it has value from not being generally known. UK law uses a similar three-part test. That is why many NDAs protect ordinary information for a fixed period but trade secrets for as long as they remain trade secrets. Trade secret law can also protect such information independently of any contract.
What if the NDA says nothing about duration?
Then it is unclear how long the obligations last. The answer depends on the governing law and on how the agreement is read as a whole, which is exactly the uncertainty a stated period avoids. Before signing, ask for a clear period, or for a sentence that ordinary information is protected for a set number of years and trade secrets for longer.
Can an NDA last forever?
An NDA can say that obligations continue until the information becomes public, which has no fixed end. For genuine trade secrets that is normal. For ordinary information it asks a lot of the recipient, who must track old material indefinitely, and it is a reasonable point to negotiate. Templates often leave the choice open: the UK Intellectual Property Office's example one-way NDA puts both options in brackets, obligations that continue indefinitely or for a number of years from the date of the agreement. Note that duties under data protection law apply to personal data regardless of the NDA and do not end when it does.
How to end an NDA, or let it expire
A fixed-term NDA ends on its own: after the end date, obligations stop except for any clauses that say they survive. Nothing needs to be signed, but keep the agreement on file in case a question comes up later.
Many NDAs also let either party end the agreement by written notice. A short, dated email or letter referring to the NDA by its date and parties is usually enough, but follow any notice clause exactly. Ending the NDA stops new information from being covered; it does not release the recipient from protecting what was already shared, for as long as the survival clause says.
Two other routes: the parties can sign a short termination agreement that releases both sides, or the NDA can be replaced by a later contract. If talks turn into a full deal, check whether the new contract's confidentiality clause replaces the NDA or sits alongside it, and whether its entire-agreement clause mentions it. When the NDA ends, return or delete material as the return-or-destroy clause requires.
Common set-ups
Fixed period
“Confidential for three years from the date of this Agreement.” Simple and easy to track.
From each disclosure
“Three years from the date each item is disclosed.” Fair, but harder to track.
Term plus survival
The NDA runs one year; obligations survive two to five years after it ends.
Until it becomes public
No fixed end; typical for trade secrets and some technology deals.
Find these three things in the NDA
They are often in different clauses, so read the whole agreement once.
1
The term
How long information shared under the NDA is covered, often called the disclosure period.
2
The survival period
How long the duty of secrecy lasts after the term ends, often longer than the term.
3
The exceptions
Trade secrets, and sometimes personal data, may have no fixed end.
NDA duration questions
Does an NDA expire?+
If it has a fixed term, yes: obligations end on the date the NDA sets, apart from anything it says survives. Trade secret protections and clauses with no end date continue.
How long should a mutual NDA last?+
The same logic applies to both sides: pick a period that matches how long the information stays valuable, commonly two to five years, with longer protection for trade secrets.
Does the NDA end if the deal falls through?+
Not automatically. Talks ending usually stops new disclosures, but the duty to protect what you received continues for the agreed period. Return or delete material if asked.
Is this legal advice?+
No. It explains common NDA duration terms; for your situation, ask a lawyer.
Does NDAPDF charge for signing a short NDA differently?+
No. Every NDA is the same: placing your signature costs nothing, and the download of the signed PDF comes with a plan from €2.99 a month. If you cancel, you keep access until the paid month or year is over.
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