Knowledge Hub
for Growth


Can I use ChatGPT to draft my non-disclosure agreement?

In today's world, businesses share vast amounts of information and data, making confidentiality or non-disclosure agreements (NDAs) vital tools for safeguarding confidential information.

Many businesses with limited time or budget, who need to share information, may consider using ChatGPT, the innovative AI tool, as a quick fix for their NDAs.

Can you rely on ChatGPT to draft your non-disclosure agreements? Our Commercial Solicitors address this question in our article below.

Why are NDAs critical legal documents?

NDAs are agreements which are crucial for businesses seeking to safeguard their confidential information, including sensitive information, know-how, proprietary information, trade secrets and data.

NDAs establish clear parameters for the use of that information and provide legal remedies if it is misused.

They should be used in a number of contexts including when sharing information with potential business partners or new freelancers.

How could ChatGPT help you with an NDA?

ChatGPT can be used to:

  • Understand the background and issues around protecting your confidential information.
  • Generate scenarios about how NDAs can safeguard your business.
  • Research what an NDA looks like and what types of clauses it should include.
  • Formulate ideas and questions to ask your lawyer when discussing an NDA.

What are the risks of using ChatGPT for legal contracts?

Whilst ChatGPT can help formulate ideas for your NDA, using AI to draft an NDA comes with some risks.  It may miss nuances in relation to drafting an NDA, including:

  • What is classified as confidential information?
  • Should data protection clauses be included because the parties will share personal data caught by the UK GDPR?
  • Should the NDA include clauses to allocate risk, such as an indemnity clause (a type of clause that is frequently challenged in negotiations).

In addition, using ChatGPT to draft an NDA can introduce other risks, for example:

  • The NDA could be unenforceable if challenged by the other party.
  • ChatGPT output may be misleading, inaccurate, or outdated and may not reflect the latest legal developments including the lessons learned from case law.
  • A ChatGPT NDA may not adequately address your concerns or comply with applicable laws (e.g. it may not be UK GDPR compliant if data processing provisions are required but ChatGPT misses that requirement).
  • The resulting output could be unclear and therefore create misunderstandings between parties, leading to dispute.
  • Use of ChatGPT could lead to you disclosing highly sensitive or confidential information which it might misuse!

How can a solicitor help you with your NDA?

Our Commercial solicitors help to provide tailored NDA advice on:

  • Which format of NDA is appropriate, for example whether it should be one-sided or mutual.
  • Defining 'confidential information' to avoid ambiguity and disputes.
  • Drafting data protection provisions in relation to the processing of shared data.
  • Advising on which laws should govern the NDA (and the applicable jurisdiction).
  • Negotiating the NDA.
  • Practical measures to safeguard confidential information.

Our experienced and specialist NDA lawyers also consider how to ‘future-proof’ your NDAs to reflect your business’ anticipated evolution and growth.

Summary

Confidential information can be critical, and its loss or misuse can be hugely detrimental to a business. NDAs are the unseen armour that protects your most prized assets. ChatGPT can serve as a useful tool for ‘initial groundwork’, helping you understand what an NDA is and to brainstorm possible clauses and questions for your lawyer.

If you need legal guidance or support with drafting robust NDAs tailored to your business, our knowledgeable commercial law team is here to help. You should be cautious of using ChatGPT for critical legal documents and should not use it as a substitute for proper legal advice. 

We address a similar question some clients ask us, I need legal terms of business – Can ChatGPT help me?

About our expert

Edward Kilner

Edward Kilner

IP, Commercial & Technology Associate
Ed Kilner specialises in IT, IP and general technology-related contracts, but he also advises more broadly on commercial matters.  After completing his studies at the University of Birmingham, Ed trained at Harrison Clark Rickerbys, qualifying into the IP and technology team in 2017.  He joined the commercial team at Harper James in 2019.


What next?

Please leave us your details and we’ll contact you to discuss your situation and legal requirements. There’s no charge for your initial consultation, and no-obligation to instruct us. We aim to respond to all messages received within 24 hours.

Your data will only be used by Harper James Solicitors. We will never sell your data and promise to keep it secure. You can find further information in our Privacy Policy.


Our offices

A national law firm

A national law firm

Our commercial lawyers are based in or close to major cities across the UK, providing expert legal advice to clients both locally and nationally.

We mainly work remotely, so we can work with you wherever you are. But we can arrange face-to-face meeting at our offices or a location of your choosing.

Head Office

Floor 5, Cavendish House, 39-41 Waterloo Street, Birmingham, B2 5PP
Regional Spaces

Stirling House, Cambridge Innovation Park, Denny End Road, Waterbeach, Cambridge, CB25 9QE
13th Floor, Piccadilly Plaza, Manchester, M1 4BT
10 Fitzroy Square, London, W1T 5HP
Harwell Innovation Centre, 173 Curie Avenue, Harwell, Oxfordshire, OX11 0QG
1st Floor, Dearing House, 1 Young St, Sheffield, S1 4UP
White Building Studios, 1-4 Cumberland Place, Southampton, SO15 2NP
A national law firm

Like what you’re reading?

Get new articles delivered to your inbox

Join 8,153 entrepreneurs reading our latest news, guides and insights.

Subscribe


To access legal support from just £145 per hour arrange your no-obligation initial consultation to discuss your business requirements.

Make an enquiry