Steps to Take Before Signing an NDA as an Employee in Florida
Non-disclosure agreements (NDAs) are common in Florida workplaces, but employees should understand the restrictions before signing. An NDA can limit how you use or share confidential business information during and after your employment. Depending on the specific terms, the agreement may also affect your rights when you leave the company or take a new job. In this article, you will find an overview of the steps to take before signing an NDA in Florida.
Step One: Workers Need to Determine Exactly What Information the NDA Protects
Start by reviewing how the agreement defines “confidential information.” A carefully drafted NDA may protect trade secrets, customer information, pricing data, business strategies, proprietary technology, and other nonpublic information obtained through employment. Florida’s Uniform Trade Secrets Act (Fla. Stat. § 688.002) separately protects qualifying trade secrets from misappropriation. An NDA, however, may cover a broader category of confidential information that does not rise to the level of a statutory trade secret.
Step Two: Employees Should Review the Duration and Scope of the Restrictions
An employee should determine how long the confidentiality obligations continue and whether they survive termination of employment. Some obligations concerning true trade secrets may continue as long as the information remains legally protected, while contractual confidentiality provisions may establish their own duration. Employees should also determine whether the document contains restrictions beyond nondisclosure, such as non-solicitation or noncompetition provisions. Notably, Florida has one of the most permissive laws in the country for non-compete agreements and it is not uncommon for employers to include them as part of an NDA.
Step Three: Workers Should Know What Happens If the Employer Alleges a Breach
An employee should review the enforcement provisions before signing. An NDA may authorize the employer to seek injunctive relief, monetary damages, attorney’s fees, or other contractual remedies. Florida’s Uniform Trade Secrets Act independently permits injunctions against actual or threatened trade secret misappropriation and allows damages in qualifying cases. The agreement may also contain forum-selection, choice-of-law, arbitration, or fee-shifting provisions that materially affect how a future dispute would be handled. A Florida employment law attorney can help you understand the possible consequences of a breach of the NDA.
Step Four: Employees Should Consider How the NDA Could Affect Your Next Job
Finally, employees should consider the practical effect of the agreement after the employment relationship ends. A properly limited NDA should protect the employer’s confidential information without preventing an employee from using general skills, knowledge, and experience. Before signing, identify any language that could effectively restrict future employment, require unusually broad return or destruction of information, or create uncertainty about what knowledge can be used elsewhere. If the restrictions are unclear or unusually broad, an employee can request clarification or negotiate narrower language before signing.
Get Help From an Employment Lawyer in Florida
Non-disclosure agreements can be complicated. If you are an employee with any specific questions or concerns about an NDA, please do not hesitate to reach out to an experienced Florida employment lawyer for a confidential initial consultation.
