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What Clausix checks in every NDA
Most people sign NDAs without reading them carefully — or understanding what they're agreeing to. Clausix reads the entire document and surfaces every term that could put you at a disadvantage.
- Confidentiality scope and definition
- Mutual vs. one-sided obligations
- Duration and expiration terms
- Permitted disclosure carve-outs
- IP ownership and assignment clauses
- Return or destruction of materials
- Governing law and jurisdiction
- Remedies and liquidated damages
- Non-solicitation provisions
- Residuals and general knowledge clauses
AI-generated sample — your NDA will produce its own analysis
NDA red flags most people miss
These are the clauses that create real risk — and they're easy to overlook without knowing what to look for.
Overly broad confidentiality definition
NDAs that define 'confidential information' as everything you discuss — with no carve-outs for publicly known information — can expose you to liability for things you already knew.
No mutual obligation
One-way NDAs only protect the other party. If you're sharing your own ideas or work product, you need the agreement to be mutual — or add a separate clause protecting your information.
Unlimited duration
An NDA with no expiration date — or a 10+ year term — is often unenforceable and a red flag. Industry standard is 2–5 years. Clausix flags terms outside that range.
No residuals clause
Some NDAs prevent you from using general knowledge and skills you gained during the engagement. A missing residuals clause can restrict your future work in your own field.
Jurisdiction mismatch
A governing law clause that puts enforcement in a state or country different from where you operate can make it difficult to challenge or enforce the agreement.
Automatic assignment of IP
Some NDAs include hidden IP assignment clauses that transfer ownership of anything you create during the relationship — even work done on your own time.
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