New York Non-Disclosure Agreement PDF
New York at a glance: Governing Law: Common law contract principles · Sexual Harassment NDAs: Restricted under N.Y. Gen. Oblig. Law § 5-336 · Trade Secret Protection: Common law + federal DTSA
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Non-Disclosure Agreements in New York
New York enforces NDAs under common law contract principles. There is no specific statute governing NDAs in New York, but courts will uphold them if they are reasonable, serve a legitimate purpose, and are not overly burdensome.
New York limits the use of NDAs in sexual harassment and discrimination settlements under the HERO Act and amendments to the Human Rights Law. New York also has strong trade secret protections under common law and the Defend Trade Secrets Act (federal).
New York Non-Disclosure Agreement — Quick Reference
| Requirement | New York Rule |
|---|---|
| Governing Law | Common law contract principles |
| Sexual Harassment NDAs | Restricted under N.Y. Gen. Oblig. Law § 5-336 |
| Trade Secret Protection | Common law + federal DTSA |
| Enforceability | Must be reasonable in scope and duration |
| Employee Rights | Cannot prevent disclosure of wage information |
New York Legal Requirements
- NDA must be reasonable in scope, duration, and geographic reach.
- Cannot prevent employees from discussing wages or working conditions.
- Sexual harassment settlement NDAs require a 21-day review period and 7-day revocation right.
- Must not prevent disclosure of information about illegal conduct.
New York Governing Laws
Read the full text of these laws at Cornell Law School's New York legal resources or your state legislature's official website.