Non-disclosure agreements (NDAs), or Confidentiality clauses, are contractual provisions which seek to prohibit the Disclosure of information. Such clauses:

1. •

   are common in agreements to settle employment Disputes or to end employment, as part of a mechanism for both sides to move on with a clean break (for further information, see Practice Note: Settlement agreements in employment—practical and tax issues and in particular the main section: Confidentiality, non-disclosure and whistleblowing)

2. •

   may also be included in contracts of employment, eg to protect commercially sensitive information (for further information, see: The legal considerations below and Practice Note: Restrictions and other express terms during employment—Disclosure of confidential information during employment)

In this Practice Note, a reference to a confidentiality provision or NDA includes a stand-alone NDA and a confidentiality or secrecy clause in an employment contract, settlement agreement or other employment-related agreement.

The use of confidentiality provisions or NDAs came under scrutiny as a result of certain high profile cases in 2017 (including in relation to allegations against Harvey Weinstein and Sir Philip Green), particularly