District of Columbia Non-Disclosure Agreement (NDA) Review
Washington, DC protects trade secrets through the DC Uniform Trade Secrets Act at D.C. Code 36-401 to 36-410, with a three-year deadline to sue after a misappropriation is discovered. The bigger issue for NDA signers in the District is its non-compete law: since October 1, 2022, non-competes are banned for most workers, and as of January 1, 2026 they are allowed only for employees earning at least $162,164 a year.
Trade-secret law
Uniform Trade Secrets Act
Bundled non-compete
Limited
Confidentiality & trade secrets in District of Columbia
District of Columbia protects trade secrets under its version of the Uniform Trade Secrets Act, and the federal Defend Trade Secrets Act applies on top. A reasonable NDA is enforceable, but courts still look at scope, an over-broad definition of "confidential information" with no exclusions is the most common weakness.
Watch for a non-compete inside the NDA
Banned for workers earning under $162,164 in 2026 ($270,274 for medical specialists). Above that line the agreement must be in writing, given at least 14 days in advance, and last no more than 365 days after separation (730 for medical specialists).
A confidentiality agreement should protect information, not restrict who you can work for. If an NDA in District of Columbia also tries to bar you from competitors or from soliciting contacts, treat that as a separate restrictive covenant and judge it by District of Columbia's non-compete rules above.
What does DC's non-compete ban mean for NDAs?
The Ban on Non-Compete Agreements Amendment Act prohibits non-compete provisions for DC workers below the highly compensated threshold, which the DC Department of Employment Services set at $162,164 for 2026, and $270,274 for medical specialists. Above those amounts, a non-compete cannot exceed 365 days (730 days for medical specialists) and must be given to the employee at least 14 days in advance.
Importantly, the law expressly allows confidentiality agreements, so a DC NDA that only protects confidential information is fine. A clause hidden inside an NDA that bars you from working for a competitor is where the ban bites.
What counts as a trade secret in the District?
D.C. Code 36-401 uses the uniform definition: information with value from not being generally known, protected by reasonable secrecy efforts. Courts must keep alleged trade secrets confidential during litigation under 36-405. A DC NDA that defines confidential information far beyond that, for instance to include public policy positions or information you brought from prior jobs, should be narrowed.
The District's large federal contractor and nonprofit workforce often signs NDAs with security or grant terms layered on top; those come from federal rules, not DC law.
A quick checklist for DC signers
Read the definitions section first: a DC NDA that labels 'any information about the business' as confidential is far broader than the statute protects. Make sure any clause restricting other work is labelled honestly rather than buried in the confidentiality section. If you are above the pay threshold, confirm you received the agreement at least 14 days before it starts and that it stays within 365 days.
District of Columbia sources checked 2026-10-09: D.C. Code 36-401 (Council of the District of Columbia) · DOES 2026 Ban on Non-Compete Clauses notice. Laws change; confirm the current rule before relying on it.
What ClauseAudit checks in a District of Columbia NDA
- Definition of "confidential information", narrow, or everything?
- The four standard exclusions (public, already known, independently developed, third-party)
- Duration, a defined term, or a perpetual obligation?
- A "residuals" clause allowing use of what is remembered
- Any bundled non-compete or non-solicitation, judged by District of Columbia law
- Return/destruction obligation and one-sided injunctive relief
District of Columbia NDA FAQ
Is an NDA enforceable in District of Columbia?
Yes, a reasonable confidentiality agreement is generally enforceable in District of Columbia, backed by the state’s Uniform Trade Secrets Act and, at the federal level, the Defend Trade Secrets Act. What matters is scope: an NDA with an over-broad definition of "confidential information," no standard exclusions, or a perpetual term is far weaker than it looks and worth narrowing.
Can an NDA include a non-compete in District of Columbia?
NDAs sometimes bundle in non-compete language. In District of Columbia, non-competes are enforceable only in limited cases, Banned for workers earning under $162,164 in 2026 ($270,274 for medical specialists). Above that line the agreement must be in writing, given at least 14 days in advance, and last no more than 365 days after separation (730 for medical specialists). Read the NDA for any such restriction and push to remove or narrow it.
What makes an NDA fair in District of Columbia?
A sound NDA defines confidential information narrowly, includes the standard exclusions (public information, what you already knew, what you independently develop, and what a third party gives you), has a defined term rather than a perpetual one, and does not include a broad "residuals" clause or a hidden non-compete. ClauseAudit checks each of these against District of Columbia law.
Can District of Columbia enforce a non-compete buried in an NDA?
District of Columbia is one of 13 jurisdictions allowing them only in restricted circumstances. Banned for workers earning under $162,164 in 2026 ($270,274 for medical specialists). Above that line the agreement must be in writing, given at least 14 days in advance, and last no more than 365 days after separation (730 for medical specialists). Confidentiality obligations are a separate question and are not affected by any of that, which is why a restraint tucked into an NDA deserves reading on its own terms rather than as part of the secrecy clause.
If the restriction in my District of Columbia agreement is too broad, what happens?
Courts may rewrite an overbroad restriction to something reasonable. That cuts against you: an employer has little to lose by drafting wide, because a court can pare the clause back rather than discard it. Negotiating the wording before signing matters more here than in states where an overbroad clause simply fails.
I earn less than $162,164 in DC. Can my NDA include a non-compete?
Generally no. Under DC's non-compete law, as of January 1, 2026, employers cannot use non-compete provisions with workers earning below $162,164 a year, or $270,274 for medical specialists. Confidentiality terms remain allowed. The threshold is adjusted for inflation each year, so check the current DOES figure.
Does DC's threshold include my bonus?
Yes. The qualifying amount refers to total annual compensation, including bonuses and commissions, not just base salary. Fringe benefits do not count unless paid in cash or a cash equivalent. If your pay is close to the line, the calculation can decide whether a bundled non-compete is valid.
Asked to sign an NDA in District of Columbia?
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How neighbouring states treat restrictive covenants
Nationally: 4 jurisdictions treat employee non-competes as void, 13 allow them only in limited circumstances, 34 generally enforce them if reasonable.
District of Columbia rules summarized as of October 2026; laws change. This is automated educational information, not legal advice. ClauseAudit verifies current District of Columbia law when you run your NDA, and you should confirm anything critical with a qualified attorney.