North Dakota Non-Disclosure Agreement (NDA)

Mutual or one-way NDA with trade-secret protection, lawful carve-outs and the federal whistleblower notice, tuned to your state.

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North Dakota rules that this document follows

Trade secret statuteNorth Dakota Uniform Trade Secrets ActSource: N.D. Cent. Code ch. 47-25.1
NDA cannot coverpre-dispute sexual harassment/assault claims (federal Speak Out Act, 42 U.S.C. §§ 19401-19404); employee wage/working-condition discussion (NLRA § 7; McLaren Macomb, 372 NLRB No. 58 (2023)); reports to government agencies/whistleblowing (SEC Rule 21F-17; 18 U.S.C. § 1833(b) immunity)Source: 42 U.S.C. §§ 19401-19404; 29 U.S.C. § 157; 18 U.S.C. § 1833(b)
Non-compete statusbanned — Every contract restraining exercise of a lawful profession void; exceptions for sale of business goodwill and partnership/LLC dissolutionSource: N.D. Cent. Code § 9-08-06
Non-solicitationCustomer non-solicits are void as restraints (Warner & Co. v. Solberg, 2001 ND 156); employee non-solicits likely enforceableSource: N.D. Cent. Code § 9-08-06
DTSA whistleblower noticeIncluded (required to recover exemplary damages/fees from employees and contractors)Source: 18 U.S.C. § 1833(b)

Rules current as of 2026-09-07. Statutes change; verify before relying on them.

How to use this Non-Disclosure Agreement (NDA) in North Dakota

Choose 'Mutual' when both sides will share information (partnerships, M&A talks) and 'One-way' for vendors, freelancers or investors receiving your data. Keep the confidentiality period to 2–5 years for ordinary information; trade secrets stay protected as long as they remain secret.

Do not use an NDA to prevent someone from reporting harassment or illegal conduct — in North Dakota and under federal law such clauses are void and can taint the whole agreement.

Frequently asked questions

Is an NDA enforceable in North Dakota?

Yes, when it protects legitimately confidential information for a reasonable time and purpose. North Dakota enforces trade-secret protection under North Dakota Uniform Trade Secrets Act (N.D. Cent. Code ch. 47-25.1).

What can an NDA not silence?

pre-dispute sexual harassment/assault claims (federal Speak Out Act, 42 U.S.C. §§ 19401-19404); employee wage/working-condition discussion (NLRA § 7; McLaren Macomb, 372 NLRB No. 58 (2023)); reports to government agencies/whistleblowing (SEC Rule 21F-17; 18 U.S.C. § 1833(b) immunity). Section 4 of this NDA carves these out so the agreement stays enforceable.

Why is the DTSA whistleblower notice included?

Without the notice, an employer cannot recover exemplary damages or attorneys' fees against an employee or contractor under the Defend Trade Secrets Act (18 U.S.C. § 1833(b)).

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