What is a Non-Disclosure Agreement in an Employment Contract?

Throughout your employment, you can expect to receive various contracts from your employer. One contract that many employers require their employees to sign is a non-disclosure agreement (NDA). You might also hear NDAs referred to as confidentiality agreements. These are legally binding restrictive covenants that require you to keep certain information confidential. NDAs are a common part of many employment contracts, especially those of executive employees. 

When you’re privy to important insider information, it’s only understandable that your employer will want to keep this within the company. Likewise, employers also want to maintain their reputation and don’t want anything that could shine a negative light on them to the public. 

If your employer has asked that you sign an NDA, you may have some questions. The employment attorneys of Bantle & Levy can help review contracts such as NDAs to help you understand your rights, ensure you don’t unknowingly breach your contract, and negotiate for better terms and conditions. 

What Information is Protected by an NDA?

No one wants to reveal information protected by a non-disclosure agreement by mistake because they didn’t know what information was covered. Your NDA should make it clear what information is confidential so you know exactly what you’re agreeing to keep secret. If your non-disclosure agreement is too vague and unclear as it what information is protected, an employment lawyer may be necessary. 

The information that an NDA can make confidential varies from contract to contract. Information that is typically restricted by a non-disclosure agreement includes:

• Trade secrets, such as methods, recipes, processes, patterns, and designs. 
• Client/customer lists
• Financial information
• Company business practices

When Else Might an Employer Require an NDA?

The start of your employment may not be the only time you’re expected to sign a non-disclosure agreement. However, your employer may give you an NDA at various times throughout your employment, especially as you become privileged to new information. 

Additionally, some employees may receive a non-disclosure when their employment ends. You may be required to sign an NDA in order to receive severance. 

How Long Does an NDA Last?

When you sign a contract with your employer, the terms and conditions don’t always last forever. Often, the contract specifies the duration the contract is to last. This is also true for non-disclosure agreements. How long you’re bound to an NDA can vary. While yours may state that it’s only enforceable for a certain length of time, NDAs can be indefinite. 

Are NDAs Always Enforceable?

Companies have many reasons to keep certain information private. While employers can restrict an employer’s ability to reveal a wide range of information through an NDA, there are some limitations to these contracts. Like many contracts in employment, there are some cases where an NDA may not be enforceable. 

Some non-disclosure agreements may be too restrictive on the employee to be enforceable, while others may be too vague. The information the NDA restricts may also make the contract unenforceable. Companies may be unable to restrict publicly available information or information the employee knew before signing. 

The Speak Out Act, a federal law, makes it illegal for a non-disclosure agreement to prevent employees from speaking out about sexual assault and harassment allegations. New York also has its own law regarding non-disclosure agreements and employee rights. Under New York General Obligation Law Section 5-336, NDAs cannot prevent an employee from disclosing the underlying facts and circumstances of a discrimination claim unless it’s the employee’s preference. If you believe an NDA violates your rights, you need to contact an employment attorney.

Have Bantle & Levy Review Your Non-Disclosure Agreement

You can’t take any chances when it comes to legally-binding contracts like non-disclosure agreements. Employees need to ensure that they understand the terms and conditions they agree to when they sign contracts and that these contracts don’t violate their rights. At Bantle & Levy, we understand how complicated these employment documents can often be. Our employment attorneys will carefully review your contracts and negotiate for fairer terms when needed.

Contact our employment attorneys today for assistance.