Oregon 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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Oregon rules that this document follows

Trade secret statuteOregon Uniform Trade Secrets ActSource: ORS §§ 646.461-646.475
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); discrimination, harassment or sexual assault in employment or settlement agreements unless employee requests confidentiality with 7-day revocation (Workplace Fairness Act, ORS § 659A.370); employee wage discussion (ORS § 659A.355)Source: ORS § 659A.370 (as amended 2022); ORS § 659A.355; 42 U.S.C. §§ 19401-19404; 29 U.S.C. § 157; 18 U.S.C. § 1833(b)
Non-compete statuslimited — Void unless: written notice 2 weeks before start (or bona fide advancement), employee is exempt, salary ≥ $119,541 (2026, indexed), protectable interest, ≤ 12 months, and signed copy provided within 30 days of termination; medical licensees limited (ORS §§ 58.375-.376, 2025)Source: ORS § 653.295
Non-solicitationCustomer and employee non-solicits expressly excluded from § 653.295; enforceable under common lawSource: ORS § 653.295(4)(b)
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 Oregon

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 Oregon and under federal law such clauses are void and can taint the whole agreement.

Frequently asked questions

Is an NDA enforceable in Oregon?

Yes, when it protects legitimately confidential information for a reasonable time and purpose. Oregon enforces trade-secret protection under Oregon Uniform Trade Secrets Act (ORS §§ 646.461-646.475).

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); discrimination, harassment or sexual assault in employment or settlement agreements unless employee requests confidentiality with 7-day revocation (Workplace Fairness Act, ORS § 659A.370); employee wage discussion (ORS § 659A.355). 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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FormsByState provides self-help document templates and general information, not legal advice. We are not a law firm. For advice about your situation consult a licensed attorney in your state.