Are NDAs legally binding in Lithuania? A guide for employers [2025]

Many employers hiring in Vilnius and Lithuania rely on non-disclosure agreements (or NDAs) to protect sensitive company information.

In some countries, NDAs are facing increased scrutiny and, if you’re considering hiring in Lithuania, you may have a number of questions: Are NDAs enforceable in Lithuania and the European Union? How can you use NDAs to protect your company’s confidential information, trade secrets, and global employees? Read on to learn more (note: our guide is for informational purposes, and isn’t intended to provide legal advice).

What is an NDA?

A non-disclosure agreement (NDA) is a type of legal contract that prevents the parties from disclosing confidential or proprietary information to competitors.

In Lithuania, the employer and employee (or natural person) can sign an NDA that restricts the employee from sharing specific types of information, like trade secrets, that they acquired while working for the company. NDAs usually cover the obligation to use confidential information within the context of the agreement. NDAs protect both parties and aid in dispute resolution (including arbitration, if applicable).

Are NDAs enforceable in Lithuania?

Yes—Under Lithuanian law, NDAs are enforceable. However, there are a few important caveats:

• The NDA must be in writing.

• The legal persons (parties) must be identified.

• The obligations of the parties must be specified.

• The time limits of the contract must be specified.

• Details of what is and isn’t covered must be included.

• An explanation of what the consequences of a breach are.

• Identify the laws and jurisdiction pertaining to the agreement.

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Three things you need to know about NDAs in Lithuania

1. There is a single type of NDA used in Lithuania

In Lithuania, standard NDAs are used in cases where confidential information is shared. NDAs allow the disclosing party to seek compensation for breaches of the agreement. Letters of intent (LOIs) are sometimes used for mergers and acquisitions.

2. There are essential components to make NDAs enforceable

These are the things that an NDA should include to be comprehensive and enforceable:

• Clear indication of the parties involved. The non-disclosure agreement (NDA) should clearly identify the legal entities involved, including their respective names and roles. This includes specifying the disclosing party, who will be sharing sensitive information, and the receiving party, who will be granted access to such information.

• Clear definition of confidential information. This should include the general topic of information covered by the NDA, as well as the scope of information that's covered. In Lithuania, the information must be stated in detail. The NDA should also define how confidential information is shared; for example, is written information considered confidential but oral information is not?

• Exceptions to the agreement. If there are any cases when parties in the NDA are allowed to disclose confidential information (for example, after it's been made public or for an audit), those should be included in the contract.

• Terms of the agreement. How long does the NDA last? Employment NDAs typically last for the duration of the employment relationship, but they can last longer.

• Data obligations. How the confidential information will be protected.

• Liability: What will happen if the NDA is breached? It's a good idea to include provisions that outline any injunctions, damages, or other contractual sanctions for breaching the NDA.

• Applicable law. You (or a law firm) should review the laws of the Republic of Lithuania and additional information used to create and format the NDA. It should be checked for legal compliance.

3. There are three legal requirements for NDAs in Lithuania:

For NDAs to be enforceable in Lithuania, they must be:

• Reasonable. The NDA cannot place an excessive burden on someone not to share information.

• Specific. The NDA needs to clearly define the type of information that's confidential and the time frame during which it cannot be disclosed.

• Not outside the public interest. Certain information can't be covered by an NDA. For example, a business can't oblige employees to sign an NDA to prevent them from disclosing criminal activity by the company.

When would an employee or contractor sign an NDA?

As early as possible. It's common for employees and contractors in Lithuania to sign NDAs during their onboarding process or when they begin a new work contract. An NDA may also be added as part of a new hire's offer letter or employment contract or as a separate agreement.

Frequently asked questions about NDAs in Lithuania

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