Non-disclosure Agreements (NDA) as a Legal Protection on Trade Secrets in Work Agreements in Indonesia

Abstract

A confidentiality agreement or what is often called a non-disclosure agreement (NDA) is often used in every cooperation agreement as a form of protecting a company’s trade secret. NDA is a form of a special agreement between business actors as owners of trade secrets and other parties in a working relationship who have access to the trade secrets of a company. However, a business needs to disclose confidential information to other stakeholders to develop its business interests for better profitability. Through the NDA, the recipient agrees not to disclose confidential information contained in the employment agreement. The problem is how to arrange the NDA as a form of trade secret protection in the work agreement in Indonesia. This paper uses a normative juridical approach, secondary data types, and data collection techniques using literature study with qualitative data analysis techniques. The results of the study show that NDA’s are not regulated explicitly but can be found implicitly in the Trade Secret Law. By making a confidentiality agreement or NDA, the Parties are obliged to maintain confidential information or trade secrets in order to protect the owner of the Trade Secret. Policymakers in a company require the inclusion of an NDA clause in making work agreements that require employees to maintain the confidentiality of company information in accordance with statutory regulations and company regulations.
 Keywords: non-disclosure agreement, trade secret, work agreements