What you need to know about non-disclosure and confidentiality agreements

You may be asked to sign what is often referred to as a settlement agreement as part of arrangements for the termination of your employment. We deal with these agreements on a daily basis for both employees and employers. Such agreements often contain provisions relating to confidentiality and non-disclosure.

Make sure you understand what you are being asked to sign

The emergence of high profile cases, often involving sexual harassment claims has led to legitimate fears about misuse of such agreements. A wide range of misconceptions about such provisions and so-called non-disclosure agreements (NDAs) has also been reported. For example some people have not realised that a confidentiality clause cannot stop them from talking to the police or a regulator.

Legal restrictions in a non-disclosure or confidentiality agreement

As such agreements place legal restrictions on you, it is best to get independent legal advice before signing. We can advise you on whether you should sign the agreement being offered and what it should contain. Employers will usually provide funds for you to obtain independent legal advice as it is in your interests that you fully understand what you are agreeing to.

If you have concerns, you should raise them before signing the agreement. You cannot be forced to agree confidentiality arrangements if you do not accept the terms on offer. Such agreements and provisions relating to confidentiality must work for you in the future. This means knowing who you can talk to (including family members and medical professionals) and whether there are any time limits on the confidentiality. You also need to know how much you can talk about your role in future job interviews.

What confidentiality provisions cannot stop you from doing.

Confidentiality clauses are not legally binding if they try to stop you talking to the police or a regulator about issues between you and your employer or someone at work. An agreement may not be legally binding if you are not given reasonable time to think about the confidentiality clauses and obtain independent legal advice. You should always ask for a copy of the agreement so you have a record of what has been agreed.

Finally, confidentiality clauses cannot be used to stop whistleblowing in the public interest. Whistleblowing law is complicated and you should obtain specialist advice which we can provide.

If you are have concerns about signing an agreement speak to Paul Grindley on 0113 320 5000 or email paulg@winstonsolicitors.co.uk