Employers can use a non-disclosure agreement to prohibit employees from divulging confidential information about the business.  They are sometimes included in employment contracts, and can also be used by employers hiring an independent contractor, or with other businesses when considering potential transactions.  Non-disclosure agreements only create a duty not to disclose “confidential” information, which has a specific legal meaning.  Non-disclosure agreements do not protect information that is publicly available, information that has been published, or information that the employee developed independently.  Employers with sensitive business information should always consider requiring prospective employees to sign a non-disclosure agreement.

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