Introducing oneNDA: the world's first industry led open-source NDA
At Linklaters we’re proud to have contributed to the drafting of oneNDA, launched in August 2021 as the world’s first industry led open-source NDA. We’ve created this quick guide to show you how in-house teams can use it to dramatically speed up legal work and increase transparency across your organisation.
What is OneNDA?
OneNDA is the world's first universally standardised Non Disclosure Agreement template, designed to reduce legal work, increase transparency and speed up business dealings. The creation of oneNDA was crowdsourced by some of the world’s leading contract law experts.
How was OneNDA created?
The oneNDA campaign was spearheaded by Electra Japonas and Roisin Noonan, co-founders of The Law Boutique.
In January 2021, Electra Japonas, co-founder of the oneNDA initiative, put out a thought on LinkedIn: what if we all agreed to adopt one identical NDA template?
“Imagine having just one standard NDA that we all agree to use as our template. How much time would we save? What’s stopping us?"
The response was phenomenal and so Electra and Roisin got to work, inviting people to sign up and express their interest in driving the initiative forward.
oneNDA was launched within just 5 months, with input from oneNDA’s Steering Committee comprising leading in-house experts from global brands including the likes of Coca Cola, Bupa and UBS and a drafting committee comprising parters at several global law firms including Linklaters, Freshfields, Allen & Overy, Norton Rose Fulbright, Gilbert & Tobin, Slaughter & May and Ashurt.
What are the benefits of using OneNDA?
oneNDA makes it simpler to create, negotiate and execute Non Disclosure agreements with benefits including less legal work, fewer costs and increased transparency.
Less legal work - the oneNDA template identifies the variables that change, so you only ever have to enter your inputs rather than drafting and redrafting the document.
Fewer costs - the founders of oneNDA found that the amount of time spent on drafting and executing NDAs was hugely disproportionate to the relatively small percentage that ever got litigated (<1%). Using oneNDA reduces organisational spend on what currently can account for over half of in-house legal work.
Increased transparency and faster business dealings - because only a set number of variables ever change in the oneNDA, it’s quick and simple for parties to review and propose changes. This also drastically simplifies contract data collection post-execution for ongoing business intelligence needs.
Who can use oneNDA?
oneNDA is sector agnostic (with the exception of M&A). To date oneNDA has been adopted by a huge variety of companies including large corporations, public companies, trade associations, startups and SMEs. The current version is suitable for “run-of-the-mill procurement-type transactions”, with more modules coming soon.
How to use OneNDA
OneNDA is available for companies to download and use as an editable PDF, or upload to a contract management platform.
Steps to using oneNDA:
- Add the parties’ details (e.g. names, addresses, company number)
- Add your chosen variables (Complete the fields for the purpose, confidentiality period, governing law and jurisdiction etc.)
- Add the date field
- Send it off
Whether you download the oneNDA, or use it in conjunction with a legal technology solution, the oneNDA team asks all organisations adopting it to adhere to the following house rules:
Don’t change it - Don’t change anything in the body of the agreement, just the ‘variables’.
Don’t add text or branding - If you change any of the text in the rest of the agreement, change or add your own branding you’re no longer able to call it ‘a oneNDA’.
How to automate oneNDA
The rise of standardised agreements offers a unique opportunity for automation and data collection that simply could not happen before.
Because only a handful of variables change in agreed-upon templates like oneNDA, organisations using them in conjunction with the latest legal technology can now record those variables as data while dramatically improving speed, lowering costs and eliminating risk from their contracting process.
CreateIQ – the new contract lifecycle management platform created by Linklaters is designed to do just that.
CreateiQ is leveraged by 30 companies in the Fortune 500 to digitise their contracting process, increase legal team efficiency and boost transparency while surfacing real-time access to the organisation’s contract data along the way.
How to automate your oneNDA on CreateIQ:
- Get in touch with our team to set up a CreateiQ account, or if you are an existing user - just let us know that you’re interested in adding oneNDA to your CreateiQ library.
- Once you’ve got access to the oneNDA on the platform - head over to the document library and click “New Invitation”.
- Fill out all of the elections for oneNDA. You’ll only be able to make elections that are aligned to oneNDA house rules - which makes it really easy to follow them.
- You can then send it out to one or many counterparties directly from the platform - each of them will receive an email invitation to join you on CreateiQ and negotiate there.
- Once they have opened the invite and responded to you - you’ll be able to quickly see if there are any differences of opinion and can also negotiate with your counterparty until you reach agreement. See a video of how CreateiQ works in more detail.
- Once parties reach agreement, both can execute it on the platform - and then you’re done!
- CreateiQ works even better when other documents are used alongside oneNDA. That might be your own form NDA, your employment contract or something else entirely - so let us know about any other uses you had in mind, and we’ll work with you to make that happen.
