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Sending Employee NDAs
Templates for HR and managers to send NDAs to new hires and existing employees
New Hire NDA - Standard Onboarding
HR
Subject: Welcome to [Company Name] - Confidentiality Agreement for Review
Dear [Employee Name],
Welcome to [Company Name]! We're excited to have you join our team as [Job Title] starting [Start Date].
As part of our standard onboarding process, we ask all new team members to review and sign our Confidentiality Agreement before their first day. This agreement helps protect both our company's proprietary information and your professional interests.
Please find the agreement attached. Key points include:
- Definition of confidential information you'll have access to
- Your obligations to protect this information
- Duration of confidentiality obligations
- Your rights, including whistleblower protections
Please review the document carefully. If you have any questions, don't hesitate to reach out to me or our HR team at [HR Email].
To sign, please:
1. Review the attached document
2. Sign electronically via [DocuSign/HelloSign/link]
3. Return by [Date - typically 3-5 days before start]
We look forward to working with you!
Best regards,
[Your Name]
[Title]
[Company Name]
Executive-Level NDA Request
HR
Subject: [Company Name] - Executive Confidentiality Agreement
Dear [Executive Name],
Following our discussions regarding the [VP of Engineering / CFO / etc.] position, I'm pleased to share our Executive Confidentiality Agreement for your review.
Given the strategic nature of this role, this agreement includes enhanced provisions reflecting your access to:
- Board-level discussions and materials
- M&A and strategic planning information
- Financial forecasts and investor relations data
- Executive compensation information
The agreement also includes:
- Extended post-employment obligations (5 years for strategic information)
- Specific provisions regarding investor and board communications
- Non-solicitation of key personnel
- Required DTSA whistleblower notice
We encourage you to review this with your personal attorney. We're happy to discuss any questions or concerns before you sign. Our General Counsel, [GC Name], is available to walk through any provisions at your convenience.
Please return the signed agreement by [Date], along with your signed offer letter.
Best regards,
[Your Name]
[Title]
Updated NDA for Existing Employee
HR
Subject: Updated Confidentiality Agreement - [Promotion/New Project Access]
Hi [Employee Name],
Congratulations on your [promotion to Senior Engineer / selection for Project Alpha / etc.]! This new role will give you access to additional confidential information, and we need to update your confidentiality agreement accordingly.
The updated agreement reflects:
- Your new access to [describe new access - e.g., "source code repository," "customer pricing data"]
- Updated definitions to cover this additional information
- [Any other changes]
In recognition of these expanded responsibilities, this update accompanies your [salary increase / bonus / stock grant / new title].
Please review and sign the attached agreement by [Date]. The updated terms will be effective upon your signature.
If you have questions about any provisions, please reach out to me or [HR Contact].
Best,
[Your Name]
Important: Consideration Required
- For existing employees, you typically need to provide new consideration (raise, bonus, promotion, access)
- Continued employment alone may not be sufficient in all states
- Document the consideration clearly in your records
Departing Employee - NDA Reminder
HR
Subject: Exit Process - Confidentiality Obligations Reminder
Dear [Employee Name],
As you prepare to transition from [Company Name], we want to remind you of your ongoing confidentiality obligations under the agreement you signed on [Original Sign Date].
Key reminders:
1. CONTINUING OBLIGATIONS
Your obligation to protect confidential information continues for [X years] after your departure. Trade secrets must be protected indefinitely.
2. RETURN OF MATERIALS
Please return all company materials by your last day, including:
- Laptop, phone, and other devices
- Physical documents, files, and notebooks
- Access badges and keys
- Any copies of confidential information (digital or physical)
3. WHAT YOU CAN TAKE
You may retain:
- Personal contact information of colleagues (for networking)
- Your general skills and knowledge
- Publicly available information about the company
4. WHAT YOU CANNOT TAKE OR USE
- Customer lists or contact information
- Proprietary processes, code, or formulas
- Business strategies or financial information
- Any documents marked confidential
Please sign the attached Exit Acknowledgment confirming you understand these obligations and have returned all materials.
We wish you the best in your future endeavors. If you have questions, contact [HR Contact] or [Legal Contact].
Best regards,
[Your Name]
Human Resources
Follow-up Emails
Gentle reminders when NDAs haven't been signed
First Reminder - NDA Not Yet Signed
HR
Subject: Friendly Reminder: Confidentiality Agreement
Hi [Employee Name],
I hope this finds you well! I wanted to follow up on the Confidentiality Agreement I sent on [Date].
I know onboarding paperwork can be overwhelming, so just a friendly reminder that we need the signed agreement before your start date on [Start Date].
If you have any questions about the agreement or need clarification on any terms, I'm happy to hop on a quick call. Just let me know what works for you.
To sign:
[Link to DocuSign/signing platform]
Thanks!
[Your Name]
Final Reminder - Urgent
HR
Subject: Action Required: Confidentiality Agreement Due Tomorrow
Hi [Employee Name],
I wanted to reach out one more time regarding your Confidentiality Agreement. We need this signed by [Date] to proceed with your onboarding.
If there are specific concerns about any provisions, please let me know immediately so we can address them. We want to make sure you're comfortable with the agreement before signing.
If I don't hear back by end of day, I'll give you a call to check in.
Sign here: [Link]
Best,
[Your Name]
[Phone Number]
Employee Templates
Templates for employees to request changes or clarification
Request for Clarification
Employee
Subject: Question About Confidentiality Agreement - [Your Name]
Hi [HR Contact Name],
Thank you for sending over the Confidentiality Agreement. I've reviewed it and have a few questions I'd like to clarify before signing:
1. [Section X] - Definition of Confidential Information
Could you clarify whether [specific question - e.g., "my general industry knowledge from previous roles"] would be considered confidential under this definition?
2. [Section Y] - Duration
The agreement states obligations continue for [X years]. Is this standard, and what types of information does this apply to specifically?
3. [Section Z] - [Other concern]
[Your specific question]
I want to make sure I fully understand my obligations before signing. Would it be possible to schedule a brief call to discuss these points?
I'm excited to join the team and want to make sure we're aligned on these details.
Best regards,
[Your Name]
Request to Modify NDA Terms
Employee
Subject: Proposed Modifications to Confidentiality Agreement
Hi [HR Contact / Legal Contact],
Thank you for your patience as I've reviewed the Confidentiality Agreement. I'm comfortable with most provisions, but I'd like to discuss a few potential modifications:
PROPOSED CHANGES:
1. Prior Inventions (Section [X])
I have several personal projects and prior inventions I'd like to exclude from the agreement. I've attached a list of these for inclusion in Exhibit A. These were developed entirely on my own time before my employment with [Company].
2. Definition of Confidential Information (Section [Y])
The current definition is quite broad. Could we add language clarifying that "general skills and knowledge" and "publicly available information" are excluded?
3. Duration (Section [Z])
Would you consider reducing the post-employment obligation from [5 years] to [2-3 years] for general confidential information (while keeping indefinite protection for true trade secrets)?
I believe these modifications are reasonable and still protect [Company]'s legitimate interests while giving me appropriate flexibility for my career. I'm happy to discuss these in more detail.
Looking forward to finding a solution that works for both of us.
Best regards,
[Your Name]
Negotiation Tips
- Be specific about what you want changed and why
- Propose alternatives rather than just objecting
- Focus on 2-3 key issues rather than everything
- Keep the tone collaborative, not adversarial
Prior Inventions Disclosure Email
Employee
Subject: Prior Inventions Disclosure - [Your Name]
Hi [HR Contact],
Per the Confidentiality and Invention Assignment Agreement, I'm providing my disclosure of prior inventions and works to be excluded from the agreement.
PRIOR INVENTIONS AND WORKS:
1. [Project/Invention Name]
- Description: [Brief description]
- Date created: [Date or date range]
- Status: [In development / Completed / Published]
2. [Project/Invention Name]
- Description: [Brief description]
- Date created: [Date or date range]
- Status: [Status]
3. [Additional items as needed]
I certify that these inventions and works were created entirely on my own time, without using any employer resources, and are unrelated to any business of my current or previous employers.
Please confirm receipt and include this list as Exhibit A to my signed agreement.
Thank you,
[Your Name]
Be Thorough
Include EVERYTHING you might want to continue working on. Once you sign without listing something, proving it was a prior invention becomes much harder.
Request Copy of Signed NDA
Employee
Subject: Request for Copy of My Signed Confidentiality Agreement
Hi [HR Contact],
I'm reviewing my employment documents and realized I don't have a copy of the Confidentiality Agreement I signed when I joined [Company] on [Start Date].
Could you please send me a copy of the fully executed agreement for my records?
If there have been any amendments or updates to this agreement during my employment, I'd appreciate copies of those as well.
Thank you for your help.
Best regards,
[Your Name]
[Employee ID if applicable]
Why This Matters
- You have a right to copies of agreements you signed
- Keep copies in a personal (non-work) location
- Review before leaving for any job
- Especially important if considering a move to a competitor