NDA in Employment Contract: What's Confidential
Your employment contract probably includes an NDA: "Employee will maintain confidentiality of trade secrets and proprietary information." But what exactly is confidential? Can you tell your spouse about a product launch? Can you discuss salary with coworkers? Can you reveal security vulnerabilities to journalists? This guide clarifies what NDAs actually cover.
What Does an NDA Cover?
TRADE SECRETS: Customer lists, algorithms, source code, financial information. These are legitimately confidential. BUSINESS PLANS: Product roadmap, pricing strategy, acquisition targets. Legitimately confidential. CUSTOMER DATA: Names, emails, contract terms, usage data. Legitimately confidential (also protected by privacy laws). PERSONNEL DECISIONS: Salaries, performance reviews, disciplinary actions. Often kept private. WORKING CONDITIONS: Is this confidential? NO. You can discuss working conditions, pay, benefits, harassment with coworkers and lawyers. SAFETY VIOLATIONS: Can you report them? YES. Whistleblower protections allow reporting safety violations to authorities. PUBLIC INFORMATION: Info already public is not confidential. AFTER LEAVING: How long does NDA last? Usually 2-5 years. Some say "forever" (unreasonable and sometimes unenforceable).
Red Flags in NDA Clauses
OVERLY BROAD: "All information is confidential." This is too broad. Confidentiality should cover trade secrets, customer data, proprietary info—not general working conditions. PERMANENT: "Forever confidential." Unreasonable. Reasonable: 2-5 years. PREVENTS LEGAL ACTION: "Can't discuss with lawyer." RED FLAG. You should always be able to discuss with your lawyer. PREVENTS WORKING CONDITIONS DISCUSSION: "Can't discuss salary with coworkers." Often illegal. You have right to discuss pay. PREVENTS WHISTLEBLOWING: "Can't report violations to authorities." RED FLAG. Whistleblower protections override NDAs.
What You Can Discuss Despite NDA
1. YOU CAN DISCUSS: (1) Your own compensation and benefits. (2) Working conditions, harassment, discrimination. (3) Violations of law with a lawyer. (4) Safety violations with authorities. (5) Your job duties and role. 2. YOU CANNOT DISCUSS: (1) Customer data or customer lists. (2) Proprietary algorithms or source code. (3) Financial information not public. (4) Specific product roadmap before launch. (5) Security vulnerabilities (unless reporting to authorities).
Frequently Asked Questions
Can I discuss my salary with coworkers despite NDA?
Yes. Federal law (NLRB) protects your right to discuss wages. Even if NDA says you can't, the law overrides it.
What if NDA says I can't discuss with my lawyer?
That clause is likely unenforceable. You have right to legal counsel. Discuss with lawyer anyway and let them advise on risk.
Can I post about work on social media despite NDA?
You can post general stuff ("excited about my new role"). You cannot post confidential details (customer names, product features not yet public, financial data). If in doubt, don't post.
Ready to Understand Your Employment Contract?
Get a complete AI analysis of your employment agreement in 60 seconds.
Start Free Preview