Nebraska employee nda template

Nebraska Employee NDA

This Nebraska Employee Nondisclosure Agreement (the “Agreement”) is made and entered into as of [Date], by and between [Employer Full Legal Name], a company organized under the laws of Nebraska, with its principal place of business at [Employer Business Address] (“Employer”), and [Employee Full Legal Name], residing at [Employee Address], and employed as [Employee Job Title] (“Employee”).

1. Definition of Confidential Information.

Confidential Information means any and all information, regardless of form, disclosed by Employer to Employee or otherwise learned by Employee during the course of employment, relating to Employer’s business, including but not limited to:

• Technical data, inventions, processes, formulas, software source and object code.
• Business plans, marketing and pricing strategies.
• Supplier and client lists.
• Proprietary research, financial forecasts, personnel information.
• Any information disclosed or accessed through written, oral, electronic, visual, or other means during the course of employment, training, or work-related activities.

• Option A: Confidential Information shall also include information of Employer’s customers or clients, provided to Employer under an agreement of confidentiality.
• Option B: Confidential Information shall not include general business knowledge or skills acquired by Employee during the normal course of employment.

2. Exclusions from Confidential Information.

The obligations under this Agreement shall not apply to information that:

• Is already lawfully in the public domain (without breach of this agreement).
• Was lawfully obtained by the Employee prior to their employment.
• Was independently developed by Employee without reference to Confidential Information.
• Is disclosed by third parties without breach of obligation.
• Is required to be disclosed pursuant to a lawful Nebraska subpoena or government order.

• Option A: If disclosure is required, Employee shall promptly notify Employer and allow reasonable efforts to contest such disclosure, unless prohibited by law.
• Option B: The burden of proving that information falls within an exclusion shall be on the Employee.

3. Employee’s Duty of Confidentiality.

Employee agrees to hold all Confidential Information in strict confidence and to use it solely for the purpose of performing official job duties within the scope of employment.

• Option A: Employee shall not disclose Confidential Information to any third party without the prior written consent of Employer.
• Option B: Employee may disclose Confidential Information to other employees of Employer on a need-to-know basis.

4. Security Obligations.

Employee shall safeguard Confidential Information using standards no less stringent than those used to protect their own confidential information, but in no event less than reasonable care. This includes:

• Safeguarding electronic and hard-copy materials.
• Prohibiting data storage on unapproved personal devices.
• Controlling access based on job necessity.
• Using secure communication protocols.
• Using strong passwords and data encryption as required by Employer.
• Adhering to guidelines for physical and digital document destruction.

• Option A: Employee shall immediately report any suspected or actual security breach to Employer.
• Option B: Employee shall comply with Employer's IT security policies and procedures.

5. Term and Survival.

This Agreement shall be effective as of the date first written above and shall continue during the term of Employee’s employment with Employer and for a period of [Number] years thereafter.

• Option A: With respect to information constituting a “trade secret” under the Nebraska Uniform Trade Secrets Act, the confidentiality obligations shall continue indefinitely.
• Option B: The obligations under this Agreement shall terminate upon Employee’s death.

6. Return of Materials.

Upon termination of employment or upon Employer’s demand, Employee shall immediately return to Employer all materials, files, devices, documents, notes, and any physical or electronic records containing Confidential Information.

• Option A: Alternatively, Employee shall securely destroy such materials in accordance with Nebraska statutes on data destruction and asset disposal, and certify such destruction in writing to Employer.
• Option B: Employee may retain a copy of employment records as permitted by Nebraska law.

7. Notification of Unauthorized Disclosure.

Employee shall promptly notify Employer in writing in the event of any suspected or actual unauthorized access, loss, misconduct, or exposure of Confidential Information. Employee shall fully cooperate with Employer in any investigation or remediation efforts.

8. Remedies for Breach.

Employee acknowledges that any breach of this Agreement will cause irreparable harm to Employer. Employee agrees that Employer shall be entitled to injunctive relief, in addition to any other remedies available at law or equity, including actual and consequential damages, Nebraska statutory penalties, and reimbursement of reasonable attorneys’ fees and costs as allowed by Nebraska law.

9. Dispute Resolution.

Any dispute arising under this Agreement shall be resolved through good faith negotiation. If negotiation is unsuccessful, the parties agree to submit the dispute to mediation or binding arbitration in Nebraska, or suit in Nebraska state or federal court, at Employer’s sole discretion. This Agreement shall be governed by and construed in accordance with the laws of the State of Nebraska. Venue for any legal action shall be in [County Name] County, Nebraska.

10. Compliance with Nebraska Law.

This Agreement is intended to comply with the Nebraska Uniform Trade Secrets Act, Nebraska employment law, and Nebraska data protection and privacy statutes. It is not intended to be, and shall not be construed as, an unenforceable restraint on employment mobility, nor shall it restrict Employee from making lawful whistleblower disclosures as permitted by federal or Nebraska law.

11. Amendment.

This Agreement may be amended only by a writing signed by both parties.

• Option A: Employer may unilaterally amend this Agreement with 30 days written notice to Employee.
• Option B: Any amendment shall be effective prospectively only.

12. Miscellaneous.

This Agreement is voluntarily executed and does not constitute an employment contract. It incorporates by reference any relevant company handbooks or policies on confidentiality. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in full force and effect. This Agreement is severable and assignable in accordance with Nebraska contract law.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

____________________________

[Employer Full Legal Name]

By: ____________________________

[Employer Printed Name]

[Employer Title]

Date: ____________________________

____________________________

[Employee Full Legal Name]

Date: ____________________________