Nondisclosure agreements in the workplace

What is a nondisclosure agreement?

A nondisclosure agreement (NDA) is a contract where someone agrees not to disclose specific information, or where both parties signing the contract agree to secrecy. Nondisclosure agreements can have other names too, like a Confidentiality Agreement or Limited Disclosure Agreement.

Disclosure means telling the information to anyone at all or to people specifically named in the agreement. 

Nondisparagement provisions are a type of nondisclosure agreement. Washington State laws that apply to nondisclosure agreements also apply to nondisparagement provisions.

Are nondisclosure agreements in the workplace legal?

Yes, generally. Under many circumstances, your employer can ask you to sign an NDA. If you do agree to sign it, it will usually be legally binding. There are limitations on NDAs under  Washington State law. 

NDAs can’t restrict disclosure of illegal employer behavior including treatment that could be discrimination, harassment, wage violations, or retaliation.

NDAs signed during hiring or employment prior to June 9, 2022, were made invalid by state law unless the agreement was also part of an agreement to settle a legal claim.

There are many types of NDAs.

These are some of the most common kinds of nondisclosure agreements:

• General confidentiality agreements about any confidential information that doesn’t include unlawful acts. This can include confidential information agreements about clients, guests, or customers, financial information, product information, training information or materials, and other sensitive data.
• Company equipment agreements may include deadlines to return company equipment after you leave a job. Company equipment may include work owned laptops, disk drives or hardware, computers, software, email accounts, and phones. When you leave a job, many workplaces require you to immediately return company equipment especially if it contains sensitive information. 
• Trade secret protection agreements that cover sensitive trade related information or proprietary company information.
• HIPAA agreements that cover confidential medical information.
• Noncompete agreements that restrict where and how you can compete with a former employer may be included in some NDAs.