It's possible that you have an upcoming interview for a new job or perhaps you have recently been hired on to a new company. You might find that the company's practice is to have their employees sign a non-disclosure agreement, or NDA.
What is an NDA and should you really sign one? Why is it a good idea to have an employment lawyer take a look at it before you sign it? Let's take a look closer and see.
What is a Non-Disclosure Agreement?
A non-disclosure agreement is a legal written contract, which could also be called a confidentiality agreement. This agreement is between you and the employer stating that any information you discover about the company you will keep confidential.
This could mean you can't speak about how the company does business, such as company client lists, manufacturing processes, or financial details. It's possible that you might have to sign this agreement during the interview process, but more often than not, you might be asked to sign after hiring.
What Should a Lawyer Look for in the Agreement?
While you can take a look at the agreement yourself if you like, a lawyer will understand the language and be able to point out any vague areas that might not protect your rights as well as they should. Your lawyer should ensure that the agreement has detailed and specific language detailing exactly what needs to be kept confidential and for how long.
The document should detail and include any information you already know about the company and how you obtained it. It should have any information you will learn should you be hired by the company, and it should contain the information you have learned from any third-party sources.
What is the Scope of the Document?
Your lawyer should show you how large the scope or reach of the document is. This means, what exactly are you being asked to keep secret? How long are you supposed to keep it secret? Are you able to work for competitors once you leave this company, or do you need to avoid similar companies for employment for a certain number of years? If this is the case, that could hamper your ability to make money, especially if your expertise and experience is only in this field.
What Happens if You Breach the NDA?
Your lawyer should take a look at what will happen if you breach the NDA as well. They need to look to see if there are any unusual or unfair punishments, such as taking you to court or having you blackballed in the industry. There should be no punishments that outweigh the level of the breach. If your lawyer detects any language in the NDA that is unfair to your rights, then you should not sign it.