Staffing Up Note 106 CAUTION Personnel files contain sensitive data and must bekept under lock and key (physical and/ or electronic)and shown only on a "need-to-see" basis. Particularlysensitive documents-- such as those having to dowith health or harassment issues--should be keptseparately. Many states regulate the maintenance ofpersonnel files, so check with your local counsel forevery office to be sure you are compliant. Note TIP Standardize your forms.At the very least, create simple templatesfor performance reviews (see example at the end of this chapter)and disciplinary actions. Disciplinary actions should note: name ofemployee; date of incident and date of document; name of all parties to whom the issue has been communicated and other co-workers involved in the action; what hap- pened; actions being taken. Note NOTE Employees areentitled to a copyof all documentsthat they sign. Non-Disclosure Agreement, AKA the NDA This is sometimes a separate agreement, attached as an appendix to the employment agreement. This language protects the company from any employee leaking proprietary information or using such proprietary information. The NDA will not extend to use of any information publicly available or publicly known. The restrictions can last anywhere from four years to indefinitely. Highlights in- clude: · Definition of proprietary information. Usually defined as all trade secrets and other information gained during employment and not generally known in the employer's industry, including any information about the business, employees, product, customers, business practices, or potential customers. · Equitable Relief. Equitable relief is a kind of non-monetary legal compensation, generally forc- ing the losing party to do ( specific performance) or refrain from doing ( injunctive relief) certain things. Most NDAs include language stating that damages , money, may not be sufficient and that equitable relief may be sought by the employer. Example: An employee leaves an employer and uses the employer's confidential marketing list to contact potential customers. In addition to suing the former employee for money lost due to the employee's actions, the company will sue for an injunction prohibiting the employee from conducting any business resulting from the offending use of the company's confidential information. Non-Compete One challenge facing employers in an industry as IP-intensive as game development is that em- ployees walk out the door every night with the company's most valuable assets. Fortunately, they usually come back the next day, but employers are powerless to "take back" a departing employee's knowledge. What employers can do is put a temporary restriction on a departing employee's ability to use that knowledge in a manner competitive with the original employer. An employer can restrict an employee from competing with the company during the term of em- ployment. Some states, most notably California, restrict a company's ability to enforce a non-com- pete clause after the employee leaves. Other states allow enforcement of reasonable (for example, time-limited or geographically relevant) post-employment restrictions on competition. Generally, an employer will want to prevent the employee from taking any employment with or providing services