Confidentiality Agreements for Veterinary Employees

A confidentiality agreement — often called an NDA — is an employee’s signed promise not to use or share defined business information except for the practice’s benefit.

In a veterinary practice the information worth naming is concrete: the client list and contact details, fee schedules and discount arrangements, treatment protocols and standard operating procedures, supplier pricing, financial records, and marketing plans.

A practical screen for what belongs in the agreement: does the item have value to a competitor because they do not have it, and do you treat it as secret day to day?

A fee schedule posted in the waiting room is already public, so it is a weak candidate; a negotiated supplier price visible only inside your software is the kind of item worth naming.

Restricting access and password-protecting the client database also make clear, day to day, which information the practice treats as secret.

The client list deserves special attention.

Do not assume a statute settles who owns it: the research behind this page found no primary source, in any state, stating that a veterinary practice owns its client list.

Whether client information is protectable is a contract and trade-secret question.

A confidentiality agreement restricts the use of information.

It is not the instrument that limits where a departing associate may practice — that is a non-compete question — or who they may contact about your clients and staff, which is the job of non-solicitation agreements.

The distinction survived a ban in Minnesota: Minnesota Statutes 181.988, enacted in 2023, makes covenants not to compete in employment void and unenforceable — and says a covenant not to compete does not include a nonsolicitation agreement or an agreement restricting the ability to use client lists or solicit customers.

Form is flexible: sign a standalone NDA or fold the clause into your employment agreements — the federal limits below apply either way.

Federal law attaches a drafting requirement that is easy to miss.

Under the Defend Trade Secrets Act (DTSA), an employer must give notice of whistleblower immunity in any contract or agreement with an employee that governs the use of a trade secret or other confidential information.

If your agreement protects your client list and fee schedule as confidential information, the requirement reaches it.

The notice tells employees what the law already gives them: under the DTSA, an individual is immune from federal or state trade-secret liability for disclosing a trade secret in confidence to a government official or an attorney solely to report or investigate a suspected violation of law, or in a sealed court filing.

You do not have to write the immunity text into every document: the statute treats an employer as compliant if it provides a cross-reference to a policy document given to the employee that sets out the employer’s reporting policy for a suspected violation of law.

For a practice with a handbook, that cross-reference is the simpler route.

The cost of skipping it is specific: an employer that does not comply with the notice requirement may not be awarded exemplary damages or attorney’s fees under the DTSA in an action against an employee to whom notice was not provided.

Exemplary damages are double damages.

Timing matters for older templates: the requirement applies to contracts entered into or updated after May 11, 2016, the DTSA’s enactment date.

Any agreement your practice signs today needs the notice.

The rule reads “employee” broadly: for the DTSA’s immunity and notice provisions, the term includes any individual performing work as a contractor or consultant for an employer.

A relief veterinarian covering your weekends, a bookkeeper with logins to your system, a consultant reviewing your fees — an agreement governing confidential information with any of them needs the notice too.

A confidentiality clause cannot stop your team from comparing wages.

Section 7 of the National Labor Relations Act gives employees the right to engage in concerted activities for mutual aid or protection — union or not.

The National Labor Relations Board (NLRB) applies that directly to paperwork like yours: according to the NLRB, workplace policies that specifically prohibit employees from discussing wages — or that chill such discussion — are unlawful under the NLRA.

So is a work rule, policy or hiring agreement that bars employees from discussing wages with each other or requires permission for those discussions, whether or not employees are unionized.

One boundary: the NLRA’s definition of “employee” excludes supervisors, so these protections do not reach true statutory supervisors.

Whether a practice manager, head technician or medical director counts as a supervisor turns on the authority test in the Act’s own definition — an associate veterinarian is not automatically one.

Ask employment counsel before treating anyone as unprotected.

California goes further by statute: Labor Code 232 bars employers from requiring employees to refrain from disclosing their wages or from signing a waiver of that right, and bars disciplining employees who disclose their wages.

The drafting takeaway is a carve-out: draft the clause so it never reaches wages — write the pay exclusion in rather than trusting a broad clause to be read kindly later.

Audit the handbook too — the same principle reaches policies, not just signed agreements.

The same federal law reaches confidentiality clauses in severance offers.

On February 21, 2023, the NLRB decided McLaren Macomb: merely offering employees a severance agreement that requires them to broadly give up Section 7 rights violates Section 8(a)(1) of the Act, and the agreements at issue barred disparaging statements and disclosure of the agreement’s own terms.

McLaren Macomb is contested but still Board law.

On April 7, 2026, the NLRB applied it as extant precedent and found overbroad nondisparagement and confidentiality provisions unlawful — two Board members were open to reconsidering it, but there was no three-member majority to overrule.

As of August 26, 2026, the Board’s General Counsel was arguing in a pending case that it should be overruled; our research found no overruling decision as of October 7, 2026.

Have counsel check current Board law before relying on it either way.

The second federal limit targets what an NDA can say about harassment.

The Speak Out Act, enacted December 7, 2022, provides that a nondisclosure or nondisparagement clause agreed to before a sexual assault or sexual harassment dispute arises is not judicially enforceable where the conduct is alleged to have violated federal, tribal or state law.

Scope matters: the Act is narrower than it may sound.

It reaches pre-dispute clauses — the confidentiality agreement in your onboarding packet, the clause in your handbook — not terms negotiated after a dispute exists, such as a settlement.

It does not ban confidentiality agreements, and it does not stop an employer and employee from protecting trade secrets or proprietary information.

The Act also lets states enforce their own NDA laws that are at least as protective of the right to speak as the federal Act, so your state may restrict more.

California does.

Government Code 12964.5(b) makes it an unlawful employment practice to include in any agreement related to an employee’s separation from employment a provision that prohibits the disclosure of information about unlawful acts in the workplace, and it requires nondisparagement clauses to carry specified carve-out language.

California’s Code of Civil Procedure 1001 adds a settlement-stage rule: it prohibits settlement-agreement provisions that prevent or restrict disclosure of factual information related to a claim filed in a civil action or a complaint filed in an administrative action involving sexual harassment, workplace harassment or discrimination, or related retaliation — though the claimant’s identity may be shielded at the claimant’s request.

None of this strips every confidentiality term.

Government Code 12964.5 itself still allows a provision that precludes disclosure of the amount paid in a severance agreement, and still allows protecting trade secrets and confidential information that does not involve unlawful acts.

The practical step is an audit: pull every document where a confidentiality clause lives — offer letter, employment agreement, handbook, separation template — and read each against the states where your staff actually work.

A clause that is fine for a single-state practice may not survive a state line, and other states’ NDA laws were not verified for this page.

Your NDA is not the only confidentiality duty in the building: in a veterinary practice, client privacy obligations can attach to the veterinary license itself.

California’s Business and Professions Code 4857, for example, bars a licensed veterinarian from disclosing information concerning an animal patient receiving veterinary services, the client responsible for that animal, or the veterinary care provided, except in listed circumstances — among them the client’s written or witnessed verbal informed consent, or disclosure required by law.

The same section attaches consequences: a veterinarian who negligently releases confidential client or patient information is liable in a civil action for any damages caused by the release, in addition to criminal penalties.

Only California’s veterinary confidentiality rule was verified for this page; other states’ rules were not researched.

Check your state veterinary board’s rules rather than assuming California’s rule travels with you.

Two things follow.

First, the NDA is not your compliance plan for client privacy: the license duty exists whether or not anyone signs, so records handling belongs in training and protocols too.

Second, keep the concepts separate in the clause — patient and client information governed by the license is not the business information your NDA exists to protect, and one undifferentiated definition of “confidential information” blurs which duty a breach touches.

What happens to records and client information when an employee actually leaves is its own subject — our guide to non-solicitation agreements covers the departing-employee questions in detail.

A confidentiality clause matters most at the moment it breaks, so be realistic about remedies before you need them.

What you can recover depends on the law you proceed under — and, on the federal trade-secret route, on whether you gave the notice above.

There the connection is direct: an employer that does not comply with the notice requirement may not be awarded exemplary damages or attorney’s fees under the DTSA in an action against an employee who did not receive it.

Remedies under state contract law were not verified for this page and vary by state.

Treat remedy drafting as state-specific work for your employment attorney rather than a clause to copy between states.

Remedies also run the other way.

In California, Business and Professions Code 16600.5(e) lets an employee, former employee or prospective employee sue over a contract void under the state’s restraint chapter — injunctive relief or actual damages — and a prevailing employee recovers reasonable attorney’s fees and costs.

A clause that drifts from protecting information into restricting work is the kind that risks being void there; overreach is a liability, not an asset.

When you suspect a breach, the sequence is unglamorous: document what information is at stake and when it left, preserve what you have — system logs, the signed agreement, the handbook version in force — and get advice before confronting the employee.

Done well, a confidentiality agreement is specific, noticed, and drafted inside the limits above — one piece of the hiring stack, not a substitute for the rest of it.

The other pieces — offers, agreements, screening, onboarding — are collected in our veterinary hiring hub.