Florida Non-Disclosure Agreement (NDA)

The Florida non-disclosure agreement (NDA) allows an employer to impose restrictions on employees which prohibit the wrongful disclosure of trade secrets (confidential business information). Such confidential data can include a list of potential clients, financial records, operating techniques, and other valuable information not generally accessible to the public. In the event of a legal dispute between the two (2) parties, the agreement will serve as proof of the employee’s compliance to refrain from the misappropriation of trade secrets. Therefore, the NDA is an essential tool in sustaining business confidentiality.

Misappropriation (§ 688.002(2)) – An employee that has been determined to have misappropriated an employer’s trade secrets is liable to pay damages (§ 688.004) and, if the misappropriation was made in bad faith, attorney’s fees (§ 688.005).

Trade Secret Definition (§ 688.002(4)) – “Trade secret” means information, including a formula, pattern, compilation, program, device, method, technique, or process that:

• (a) 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
• (b) Is the subject of efforts that are reasonable under the circumstances to maintain its secrecy.