Confidential Information Employment Contract for the United States

Confidential Information Employment Contract Template for United States

A legally binding agreement governed by United States federal and state laws that establishes the terms and conditions for protecting an employer's confidential information during and after employment. This contract defines what constitutes confidential information, outlines the employee's obligations to maintain confidentiality, and specifies remedies for breach. It incorporates provisions from both federal legislation like the Defend Trade Secrets Act and applicable state laws.

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What is a Confidential Information Employment Contract?

The Confidential Information Employment Contract is essential for businesses operating in the United States that need to protect their proprietary information, trade secrets, and competitive advantages. This contract type is particularly crucial in today's knowledge-based economy where intellectual property and confidential information are vital business assets. It should be implemented at the start of employment for any role with access to sensitive information, incorporating both federal protections under the Defend Trade Secrets Act and state-specific requirements. The agreement typically covers data protection, trade secrets, customer information, and intellectual property considerations.

What sections should be included in a Confidential Information Employment Contract?

1. Parties: Identification of employer and employee with full legal names and addresses

2. Background: Context of employment and need for confidentiality agreement

3. Definitions: Clear definition of confidential information and other key terms

4. Scope of Confidential Information: Detailed description of what constitutes confidential information

5. Employee Obligations: Specific duties regarding protection of confidential information

6. Term and Termination: Duration of confidentiality obligations and termination conditions

7. Permitted Disclosures: Circumstances under which confidential information may be disclosed

8. Governing Law: Specification of applicable law and jurisdiction

What sections are optional to include in a Confidential Information Employment Contract?

1. Non-Compete Provisions: Restrictions on working for competitors (only where permitted by state law)

2. Intellectual Property Assignment: Transfer of IP rights to employer for work-related creations

3. Return of Materials: Process for returning confidential materials upon termination

4. Dispute Resolution: Procedures for resolving disputes including mediation or arbitration

5. Severability: Provision ensuring remainder of agreement stays valid if any part is found unenforceable

What schedules should be included in a Confidential Information Employment Contract?

1. Schedule A - Specific Confidential Information: Detailed list of specific confidential information types and categories

2. Schedule B - Excluded Information: Information specifically excluded from confidentiality obligations

3. Schedule C - Security Protocols: Specific procedures for handling and protecting confidential information

4. Schedule D - Acknowledgment Form: Form for employee to acknowledge receipt and understanding of confidentiality obligations

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

United States

Publisher

Genie AI

Cost

Free to use
Industries

Defend Trade Secrets Act (DTSA) 2016: Federal law providing uniform protection for trade secrets, including remedies for misappropriation and whistleblower protections

Economic Espionage Act: Federal criminal law that prohibits theft or misappropriation of trade secrets with intent to benefit foreign powers or cause economic benefit to others

National Labor Relations Act (NLRA): Protects employees' rights to discuss working conditions and ensures confidentiality provisions don't interfere with protected concerted activities

Fair Labor Standards Act (FLSA): Federal law establishing wage, hour, and employment standards that must be considered in employment contracts

Copyright Act: Protects original works of authorship, relevant for protecting company's copyrightable confidential materials

Patent Law: Protects inventions and innovations, important for confidential information related to company's patent portfolio

Trademark Law: Protects brands and marks, relevant for confidential information about company's branding and marketing strategies

Electronic Communications Privacy Act: Regulates the monitoring and interception of electronic communications, relevant for protecting digital confidential information

Stored Communications Act: Protects privacy of stored electronic communications and records, important for digital confidential information management

Uniform Trade Secrets Act: Model law adopted by most states providing framework for trade secret protection and remedies for misappropriation

State Non-Compete Laws: State-specific regulations governing non-compete agreements and restrictions, varying significantly by jurisdiction

State Whistleblower Protection Laws: State-specific laws protecting employees who report violations of law or public policy

Reasonableness Doctrine: Legal principle requiring confidentiality and other restrictive provisions to be reasonable in scope, duration, and geographic area

Consideration Requirements: Legal principle requiring adequate consideration for confidentiality agreements, particularly important for existing employees

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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