A New York Non-Disclosure Agreement (NDA) is a legally binding agreement that protects trade secrets. Employers in New York commonly use it to prevent employees from using confidential business information for unfair competition. Although New York law does not have specific statutes related to trade secrets, NDAs are still enforceable in New York.
New York NDA Laws Overview
- Governing Laws: NY Senate Bill S3457 (currently under consideration).
- Trade Secret Definition (UTSA § 1(4)):
“Trade secret” means information, including a formula, pattern, compilation, program, device, method, technique, or process, that:
(i) Derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use and
(ii) Is the subject of efforts that are reasonable under the circumstances to maintain its secrecy.
Are NDAs Enforceable in New York?
Yes. NDAs are enforceable in New York, provided that the agreement is reasonable and not overly restrictive. A valid NDA should clearly define the confidential information and the scope of the restrictions. Courts in New York will uphold NDAs as long as they protect legitimate business interests and do not impose unreasonable limitations on the receiving party.
