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Is an NDA enforceable when working with an overseas company?

I want an Indian company to sign a non-disclosure agreement before discussing a project—will it hold up internationally, and what type of NDA should I use?

Answer

NDAs are useful tools, but international ones bring added challenges. Enforceability depends on the legal systems involved and which country’s courts have authority.

Two key clauses matter most:

  • Governing law – Which country’s (or U.S. state’s) laws apply.
  • Jurisdiction – Where disputes will be handled (U.S. courts, Indian courts, or arbitration).

As for the type of NDA:

  • If only one side is sharing information, you might look into a one-way NDA.
  • If both sides are sharing, a mutual NDA (MNDA) is often used.

Your NDA should also clearly define what’s “confidential,” list obligations to protect it, and outline remedies if breached. Because cross-border enforcement can be complex, you can request a Legal Pro review to understand how your NDA applies internationally.

What to consider in your specific situation

While NDAs are common, each international agreement can play out differently. Key factors include:

  • The type of information shared.
  • One-way vs. mutual NDAs.
  • Choice of law and jurisdiction.
  • How enforcement works in the partner’s country.
  • The practicality and cost of enforcement.

Because each international deal is different, you can use Rocket Copilot to get more information or request a Legal Pro review of your draft NDA.

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Pro Reviewed
Published on 11/06/2025
Reviewed by Rustin B. Duncan, Esq.

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Please note: This page offers general legal information, but not legal advice tailored for your specific legal situation. Rocket Lawyer Incorporated isn't a law firm or a substitute for one. For further information on this topic, you can Ask an Attorney.

Laura Bojart
Laura Bojart
Editorial Researcher and Copywriter

Laura Bojart is an SEO copywriter and editor at Rocket Lawyer. She researches legal and business topics and translates complex ideas into clear, practical content for everyday readers. With her background in journalism and endless curiosity, she approaches each subject by asking the questions readers are likely to have first, making legal information approachable and easy to understand even to those with no legal background.

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