Contracts can quietly trap you in place or scare you away from better offers. Read every clause, ask questions, and don’t sign on the spot. Some limits are illegal where you live; others are just overbroad or missing key carve‑outs. Use these red flags to push for cleaner language before it hurts your next move.
1. Assuming the National Ban Is Live
You may have heard noncompetes are “banned.” Not yet. The FTC’s noncompete rule is tied up in court, so your contract still depends on state law and what a judge would do. Don’t rely on headlines; read the actual clause and the state named in it.
2. NDAs That Muzzle Pay Talk
If a confidentiality clause tells you not to discuss pay, that’s a problem. Private‑sector employees generally have a right to discuss wages and working conditions, as the NLRB explains on its page about your rights to discuss wages. Ask for an explicit carve‑out so the company’s policy matches the law.
3. Severance Gag Clauses That Go Too Far
Overly broad non‑disparagement and confidentiality terms in severance offers can violate the NLRA. The Board’s McLaren Macomb decision says employers can’t offer agreements that require giving up Section 7 rights; see the NLRB’s summary of that severance decision. Ask for narrow, time‑limited language instead of blanket gags.
4. Forgetting Who’s Covered (and Who Isn’t)
NLRA protections mostly cover non‑supervisory private‑sector workers. Managers, supervisors, and some other groups are excluded, so your leverage under the Act may differ. The NLRB’s “Are You Covered?” page lays out the basics; check coverage before you lean on Section 7 rights, starting with who’s covered.
5. NDAs That Block Whistleblowing
No agreement can stop you from reporting possible securities violations to the SEC or from talking to regulators. The agency outlines those rights on its page about whistleblower protections. Look for a whistleblower carve‑out in any NDA, policy handbook, or severance package.
6. Missing DTSA Immunity Notice
Trade‑secret NDAs should include the Defend Trade Secrets Act whistleblower notice. Under federal law, employers that omit the notice may lose the right to certain damages in a DTSA case. See the requirement in 18 U.S.C. § 1833(b) and ask for the language to be added.
7. Pre‑Dispute NDAs on Harassment or Assault
If a company tries to gag you before anything happens, note the limit: pre‑dispute NDAs and non‑disparagement clauses for sexual assault or harassment claims aren’t enforceable under the federal Speak Out Act. Keep this exception in mind when reviewing boilerplate.
8. California’s Extra Teeth (and Notice Rule)
California voids most post‑employment noncompetes and now requires employers to send individualized notice that such clauses are void for many workers. The statute also treats violations as unfair competition. See the notice and timing requirements in Business & Professions Code § 16600.1.
9. Minnesota’s Ban and No Workarounds
Minnesota bans most noncompetes signed on or after July 1, 2023 and blocks choice‑of‑law and venue tricks to evade the rule. Limited sale‑of‑business exceptions still apply. Read the statute at Minn. Stat. § 181.988 and check where you primarily live and work.
10. “Stay‑or‑Pay” Training Debt
Training‑repayment provisions can act like de facto noncompetes by making it too expensive to leave. The CFPB’s report on employer‑driven debt highlights risks from these TRAPs; see its issue spotlight. If a clause exists, cap the amount and tie it to verifiable, transferable training.
11. “Confidential Info” Defined So Broadly You Can’t Work
Watch for definitions that swallow “anything you learn on the job” forever. Push to exclude your general skills, public information, and materials you owned before employment. Limit duration and scope so the clause protects true secrets, not your entire career.
12. IP and Side‑Project Landmines
Assignment terms sometimes claim rights to inventions made off hours. Some states protect employee inventions created on your own time without company resources; California’s rule is a well‑known example in Labor Code § 2870. Ask for a “prior inventions” rider and keep clean records for side work.
