How to Draft a Confidentiality Agreement for Employees

By William Berk , last updated January 10, 2012
Let's say your company is working on a project that is not ready for the public eye, yet you haven't had your employees sign a confidentiality agreement. You have a meeting with your employees, and then communicate with them over email and on the phone. A few days later, articles about your company's proprietary secrets are then splashed on the home page of every major news outlet, every newspaper, and on everyone's Twitter feed. It's easy to avoid this scenario, and keep certain information and proprietary secrets in your company confidential; this article will give you some tips on how to foster confidentiality among your employees, through a non-disclosure agreement (NDA).
NDAs, or non-disclosure agreements, are basically legal agreements between a company and employees that states that employees who sign the agreement will not tell anyone about what the company wants to keep secret, which is stated in the agreement. . They are legal contracts that tell of confidential material that is desired to stay confidential. The NDA will be used to restrict access by third parties, in order to keep the document confidential. In effect, NDAs protect against unwanted disclosure by employees outside your company. For example, signers of an NDA can not even tell their family about what the NDA prohibits, if this is written into the agreement. The NDA serves to protect information which a business desires to keep within the company, such as proprietary information. This will ensure that sensitive confidential information stays within your company, for the time being.
Writing the Agreement
Be sure to use the correct type of document, and list all parties involved. Indeed, you do not want any major portion to be excluded because of a simple technicality that you missed when drafting the document, for example. Here you can view a sample of a non-disclosure agreement from the Harvard Business School's website. A confidentiality agreement must be drafted through ensuring that all considerations are brought forth and approved, in order to avoid any mishaps over legalities, for instance, in the future. An NDA template can be obtained online, or can be drafted with the help of a lawyer through services such as Legal Zoom. Work with your employees to ensure that they sign the agreement, and you specify what specific things you want to keep confidential, and ensure that it is all outlined in the basic non-disclosure agreement. Once you have the document drafted, either through using a template or professional help, be sure to include all of those items involved with what you want to protect from disclosure, in any way. You do not want, in another way of saying, anything "falling through the cracks," legally speaking.
In sum, this is a basis for drafting a confidentiality agreement/non-disclosure agreement. For more information, inquire with your lawyer, or services such as Legal Zoom. With careful planning with a non-disclosure agreement, you will be able to let confidential information stay confidential.
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