Nondisclosure? Is it legal?

[BearryHappy]

What is the name of your state? Va.

I've been told that nondisclosures are not valid and will not hold up in a court of law. I'm going to post mine below, anyone mind giving me some info?

My employer has no trade secrets, but does have secrets that would hurt her business if it was revealed. The secrets involve wrongful business practices that could hurt potential students (this is an online school).

After I quit I told a few people that I quit b/c my boss and I couldn't get along. I said she was overbearing and rude. I was threatened with a lawsuit for voilating my nondisclosure agreement. Saying that was violating my contract? I don't think so.

Anyway, any comments on this subject would be greatly appreciated. I'm considering contact a lawyer for some advice.

BearryHappy



CONFIDENTIALITY AGREEMENT


By signing this Confidentiality Agreement, I indicate my understanding that:

XXX may provide information regarding trade secrets, customers and other confidential data and goodwill which will remain confidential.

XXX depends on this confidentiality to operate its business and its reputation depends on this confidentiality. If confidential information has been used or disclosed inappropriately, whether through verbal sources, written or electronic or posted publically, XXX may seek legal action to recover damages from the person who used or disclosed the information.

Any breach of confidentiality will be considered serious and subject to investigation and possible discipline, including immediate termination of services and possible civil penalties. Therefore, as an employee of XXX, I agree with the following:

1. I will not disclose services given or information about any of the internal business dealings of XXX to any person or third party other than what is detailed in the business website and/or employee manuals.

2. I will not copy nor allow anyone else to examine or copy records or documents having to do with any business or financial information of XXX or allow my passwords to be used in any way by any other person or third party unless prior approval is made in writing from the corporate offices of XXX.

3. I will not disclose student names or identities to any person or entity outside the offices of XXX nor make such data available to any outside party.

 

[cbg]

It is not true that non-disclosures do not hold up in court. There is nothing whatsoever illegal about a non-disclosure agreement.

Non-compete agreements, which are NOT the same as a non-disclosure agreement, have a bad rep currently because there have been a number that were poorly written and the specific agreements (NOT non-competes in general) were found to be non-enforceable, (which is NOT the same thing as illegal). However, in the large majority of states they are also legal.

At a quick glance, I don't see any reason why the agreement you post would not stand up. Seems perfectly reasonable to me. However, I also don't see how complaining about your boss violates it.

If she's threatening you with suit for violating your non-disclosure, you need more than a bulletin board; you need to be talking to a local attorney.

 

[BearryHappy]

Thank you. Threaten is the key word. Honestly, she threatens a lot, never goes through with it.

I do appreciate your info. FYI, I signed both a noncompete and a nondisclosure.

 

[cbg]

Plenty of people sign both NDs and non-competes. Nothing wrong with that.

Non-competes are occasionally found to be unenforceable (as I said, not the same as illegal) IF the terms are too broad. For example, a non-compete in which the employee cannot work for anyone in the same business within a 200 mile radius for a period of 5 years would be too broad in just about any state, and therefore unenforceable. However, a non-compete that said an employee could not work for a direct competitor for a period of six months would very likely be enforceable in any state but California (where non-competes in general are essentially worthless.)

A non-disclosure, on the other hand, in my experience almost always is completely enforceable since it forbids you from giving away company information, which is generally found to be protected info.

 

[pattytx]

Bearry, are the "wrongful business practices" illegal?

However, I just checked the VA DOLI website and it appears the only whistleblower protection provided for VA law relates to Health and Safety.