The New Jersey non-disclosure agreement (NDA) is an agreement between two (2) individuals that states that the trade secrets exchanged between the disclosing and receiving parties will remain strictly confidential. If the receiving party breaks the contract by revealing or exploiting trade secrets, they will be liable to pay damages for the disclosing party’s financial loss. NDAs are most often used by employers when hiring new employees, but may also be used for any professional relationship in which sensitive information is being shared. Once the document has been signed, it remains valid until such a time that the trade secrets become public knowledge or the receiving party is given written notice that the agreement is terminated.

Laws – NJ Rev Stat § 56:15-1 to NJ Rev Stat § 56:15-9

Misappropriation (§ 56:15-2§ 56:15-4, and § 56:15-6) – Complainants are entitled to recover damages for misappropriation, including both the actual resulting loss, as well as the unjust enrichment caused by misappropriation. If the misappropriation was willful and malicious, the court may award the complainant with up to twice the estimated amount of damages.

Trade Secret Definition (§ 56:15-2) – “Trade secret” means information, held by one or more people, without regard to form, including a formula, pattern, business data compilation, program, device, method, technique, design, diagram, drawing, invention, plan, procedure, prototype or process, that:

(1) Derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use; and

(2) Is the subject of efforts that are reasonable under the circumstances to maintain its secrecy.