Does a change in job description invalidate my NDA?

No. A change in job description does not automatically invalidate an NDA. Unless the contract contains a specific 'merger' or 'termination' clause tied to your role, your confidentiality obligations persist regardless of your internal promotion or lateral move.

Can I be sued for violating an NDA if I never signed a new one for my new role?

Yes. NDAs are generally drafted to cover all information acquired during the course of employment. You do not need to sign a new agreement for every new role; the original agreement remains in effect unless explicitly superseded by a new contract.

What makes an NDA unenforceable?

An NDA may be unenforceable if it is overly broad, lacks a reasonable time limit, attempts to protect information that is already public knowledge, or violates specific state laws like California's Business and Professions Code Section 16600.

A TermScore is an AI-generated risk rating from 0 to 100 that evaluates the fairness and risk level of any legal document. A score of 86-100 means the contract is highly favorable, while 0-30 indicates dangerous terms you should walk away from.

What types of documents can TermScore analyze?

TermScore analyzes any legal document including freelance contracts, employment agreements, residential leases, NDAs, brand sponsorship deals, SaaS vendor agreements, and rental applications. Upload PDFs, Word documents, or images.

How much does TermScore cost?

TermScore offers a free plan with 3 scores per month. The Team plan is $15/month for 30 scores, and the Professional plan is $50/month for 500 scores with team collaboration features.

Is my document data secure?

Yes. Documents are processed in memory and analysis results are stored encrypted. TermScore never shares your document data with third parties and you can delete your data at any time from your dashboard.

Can an employer enforce an NDA if my job description changed significantly?

Yes, an employer can generally enforce an NDA even if your job description has changed significantly. Confidentiality obligations are typically tied to your employment relationship as a whole, not to a specific set of daily tasks. Unless your original contract explicitly limits the scope of the NDA to your initial role, your legal obligations remain in full effect.

The Legal Basis for NDA Continuity

Most NDAs are drafted as "evergreen" agreements. They are designed to protect the employer's trade secrets, proprietary processes, and client lists regardless of your specific title or department. When you signed the initial agreement, you likely consented to protect any confidential information you encountered during your tenure.

Why Job Changes Rarely Void NDAs

Broad Definition of Confidential Information: Most agreements define protected data as anything learned "in the course of employment."
Lack of Termination Clauses: Few NDAs include language that triggers expiration upon a change in job description.
Continuous Access: As you move into new roles, you often retain access to legacy systems or sensitive data from your previous position, keeping the original NDA relevant.

Key takeaway: Do not assume a promotion or lateral move acts as a "reset button" for your legal obligations. Always review the "Term" or "Scope" section of your original agreement.

Action Item: Locate your original employment contract and search for the "Entire Agreement" or "Integration" clause to see if it references previous agreements or limits the scope of your confidentiality duties.

Factors That Could Weaken Enforcement

While NDAs are robust, they are not invincible. Courts will scrutinize the agreement if the scope has become unreasonable due to your new responsibilities. If your new role involves entirely different industries or technologies, an overly broad NDA might be challenged.

Factor	Impact on Enforceability
Reasonable Duration	NDAs without a sunset clause (e.g., 2-5 years) are often harder to enforce.
Geographic Scope	Overly broad geographic restrictions are frequently struck down in court.
Public Domain	Information that becomes public knowledge cannot be protected by an NDA.
State Law	States like California have strict laws limiting post-employment restrictions.

When to Consult Legal Counsel

You should seek professional advice if your new role requires you to use "proprietary" knowledge from your previous role in a way that feels like a conflict of interest. If your employer asks you to sign a *new* NDA, compare it carefully against the old one to ensure you aren't inadvertently signing away rights you previously held.

Action Item: If you are moving to a role that involves a significant shift in technology or market focus, document the specific "confidential" items you are expected to handle to ensure you are not crossing into territory that might trigger a breach.

How to Assess Your Risk

If you are concerned about your current NDA, follow this systematic review process:

Identify the "Confidential Information" definition: Does it specifically mention your old job title or is it general?
Check for "Survival" clauses: Most NDAs state that obligations survive the termination of employment.
Review State-Specific Statutes: Check if your jurisdiction (e.g., California, New York, or Illinois) has passed recent legislation limiting the scope of NDAs.
Evaluate the "Reasonableness" test: Is the restriction necessary to protect a legitimate business interest, or is it designed to prevent you from working elsewhere?

Key takeaway: Courts generally favor the employer's right to protect trade secrets, but they will not enforce "restraint of trade" clauses that prevent you from earning a living in your chosen profession.

Action Item: Create a summary table of your current NDA obligations versus your new job duties to identify any potential "overlap" risks.

Leveraging AI for Contract Clarity

Navigating the nuances of employment contracts can be daunting, but you don't have to do it alone. TermScore uses advanced AI to analyze your contracts, highlighting restrictive covenants, identifying overly broad definitions, and flagging clauses that may be unenforceable under current law. By uploading your agreement, you can gain immediate clarity on your obligations before you sign or transition into a new role.