Legal Force of Non-Disclosure Agreements in Protecting Corporate Confidential Information under Fixed-Term Employment Agreements: A Contract Law Perspective

Abstract

Non-Disclosure Agreements (NDAs) that accompany or integrate into Fixed-Time Work Agreements (PKWT) are important instruments to maintain a company's competitive advantage. However, the time-limited nature of PKWT creates uncertainty regarding the applicability of confidentiality obligations after the employment relationship ends. This study analyzes the legal force of NDA in PKWT and legal protection for companies for violating it. The research uses normative legal methods with a statutory approach and a conceptual approach, analyzed descriptive-analytically on the Civil Code, Law No. 30 of 2000 concerning Trade Secrets, and employment regulations after the Job Creation Law. The results of the study show that: (1) the NDA in PKWT is valid and binding based on Articles 1320 and 1338 of the Civil Code as long as it does not contradict the law, morality, and public order, and is a deed under hand that has evidentiary value; (2) the obligation of confidentiality can remain valid after the end of the PKWT if it is expressly agreed through  a proportionate survival clause; and (3) violation of the NDA gives the company the right to sue for damages on the basis of default or unlawful acts, demand termination of acts, and complain about criminal acts based on the Trade Secret Law. It is necessary to formulate a precise and balanced NDA for the sake of legal certainty without reducing the right to work.