Can I use a broadly written NDA as part of the onboarding process for contractors that I hire?
"Contractor agrees that they will not disclose the fact that they are working as an independent contractor for [Company Name] to any third party without the express written consent of [Company Name]."
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It is legally valid to incorporate an NDA into your onboarding process, as well as to have one NDA that covers all jobs.
You could make the language more broad if you wished. A clause like the following would align with many state-level enactments of the Uniform Trade Secrets Act:
"Contractor agrees that they shall not disclose at any time any companies or clients introduced to them by (your company name)."
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Is this statement able to be added to an NDA?
"Contractor agrees that they will not disclose the fact that they are working as an independent contractor for [Company Name] to any third party without the express written consent of [Company Name]."
I understand your concern. Can you please confirm if you are looking to add this specific statement to an existing NDA or create a new one?
I'm looking to create a new one that is specifically used for contractors and their employees.
Are there any other specific details or requirements you would like the Lawyer to know about your situation?
I am looking to utilize subcontractors for my business but do not want them to disclose the company they work for since I am the one that is hiring them via a W9 form.
Is there anything else the Lawyer should know before I connect you? Rest assured they'll be able to help with your confidentiality agreement.
No, there is nothing else.
Hi there! Welcome to AskaLawyer. My name is Liz and I’ve been an attorney for more than a decade, and I am here to assist with your concerns.
So I can best help, would the NDA exclude disclosure to relevant government agencies as an exemption?
Hello Liz. Thank you for your help. Yes, the NDA would exclude disclosure to relevant government agencies as an exemption.
Perfect, thank you for clarifying that. Would the contractor receive anything for signing the NDA?
To clarify, receive anything such as a monetary value? Typically, I would only have a contractor sign the NDA for any jobs that I would award them.
The job itself can be the benefit they receive. You just would have to make it clear that there is consideration for the contract.
Do you think it would be a good idea to have a new NDA for every job that is awarded or can I make the NDA as part of my on-boarding process that will be overarching in the relationship between my company and theirs?
Ideally, I'd like the NDA as part of the onboarding so that it covers all jobs.
Does this statement work for what I'm looking for, or does something need to be added?
"Contractor agrees that they will not disclose the fact that they are working as an independent contractor for [Company Name] to any third party without the express written consent of [Company Name] for any job or PO that is awarded to independent contractor for [Company Name] by Contractor [Company Name]."
It is legally valid to incorporate an NDA into your onboarding process, as well as to have one NDA that covers all jobs.
You could make the language more broad if you wished. A clause like the following would align with many state-level enactments of the Uniform Trade Secrets Act:
"Contractor agrees that they shall not disclose at any time any companies or clients introduced to them by (your company name)."
Would it be considered an introduction if the contractor was on a job site, had a discussion with a client and someone from my team wasn't there?
Is it possible to add a statement that the contract should only wear my company branded attire? Or can I put a restriction on their document from wearing their company branded logos?
You could have in your contract that they wear your uniform while at any client location. You could also include that a client who has been introduced through the company is defined as any company or person who the contractor met as a result of their work with your company.
Great. So would this work then?
"Contractor agrees that they shall not disclose at any time any companies or clients introduced to them by (your company name). A client introduced through the company is defined as any company or person who the contractor met as a result of their work with your company."
That can work, so that every customer or client you are connected to, they cannot then disclose. You could also have a non-solicitation agreement, so they can't leave and attempt to take clients with them.
What would be the best verbiage to add in the statement that this includes for the lifetime of the contractor and subcontractor relationship?
That could be included later usually, under a portion called "term."
Got it. Thanks!
You're very welcome. I hope I was able to help with your situation! If you have any other questions, feel free to ask.
Lastly, would it make the most sense to add a subsection (a) to include:
"Contractor must wear your uniform with (company Logo) or non-branded attire while at any client location."
That would usually go in your general contract, unless your NDA is the only contract, then it could be in the NDA.
Perfect. Thanks again. I appreciate your help and I hope you have a great day.
You're very welcome.
