Free Non-Disclosure Agreement for Colorado

Colorado NDA Law: HB 22-1317, Criminal Penalties & CUTSA Standards

The State of Colorado is a national hub for aerospace, telecommunications, biotechnology, and venture-backed software startups in Denver and Boulder. In 2022, Colorado enacted House Bill 22-1317, fundamentally transforming C.R.S. § 8-2-113 into one of the strictest restrictive covenant statutes in America. Anyone drafting or enforcing an NDA in Colorado must understand its aggressive civil penalties, strict pre-employment notice rules, and potential criminal sanctions.

Non-Competes Void by Default & Wage Thresholds

Under C.R.S. § 8-2-113, non-compete agreements are void by default unless: (1) the agreement is with a 'highly compensated worker' (earning at least $123,750 in 2024, indexed annually by the Colorado Department of Labor); (2) the agreement is for the protection of trade secrets; and (3) the restraint is no broader than reasonably necessary. Customer non-solicitation covenants require the worker to earn at least 60% of the threshold ($74,250 in 2024). Confidentiality agreements protecting genuine trade secrets remain valid, provided they do not restrict information arising from general knowledge, skill, or experience.

Mandatory Pre-Employment Notice Requirements

Under C.R.S. § 8-2-113(4), an employer must provide written notice of any restrictive covenant in a separate stand-alone document to prospective employees before they accept the offer, or at least 14 days before the effective date for existing employees. The notice must explicitly describe the restrictions and direct the worker to the specific contract sections. Failure to provide this precise statutory notice renders the agreement completely void.

Severe Civil and Class 2 Misdemeanor Criminal Penalties

Colorado imposes unprecedented statutory consequences for overbroad agreements. Under C.R.S. § 8-2-113(8), an employer that enters into, presents to a worker, or attempts to enforce an unenforceable restrictive covenant is liable for actual damages plus a statutory penalty of $5,000 per worker, plus attorney's fees. Furthermore, under C.R.S. § 8-2-113(1), attempting to intimidate a worker into signing an unlawful agreement is punishable as a Class 2 misdemeanor.

Statute of Limitations: C.R.S. § 13-80-101

Under C.R.S. § 13-80-101, Colorado provides a 3-year statute of limitations for breach of a written contract. Misappropriation claims under the Colorado Uniform Trade Secrets Act (CUTSA, C.R.S. § 7-74-101) must also be filed within 3 years from the date of discovery (C.R.S. § 7-74-107).