The NDA That Protects a Cafe, Restaurant or Trade Business: Recipes, Supplier Prices and Your Quoting Method

A cafe’s value is not just the fit-out and the foot traffic. It is in the blend your head chef spent a year dialling in, the wholesale price a supplier gave you and nobody down the street, and the quoting method that lets your trade business win a job and still make money on it. When a key person leaves, that knowledge can walk out the door with them. The blunt tool owners used to reach for, a non-compete clause that stops the person working nearby, is about to be off the table for most workers. That leaves one lawful way to protect what you have built: a confidentiality agreement, often called a non-disclosure agreement or NDA, written tightly around the information that actually matters. Claim Done drafts that NDA from your answers for a flat fee, and you review and approve it before it is sent to you by email to get signed. You can start an NDA here.

What a food or trade business actually needs to protect

The mistake is to protect everything, which in practice protects nothing. Go narrow. For a kitchen, the real assets are usually the recipes and ratios, the prep and par sheets, the supplier list with the prices you negotiated, and any method that is yours rather than standard practice. For a trade business, it is the rate card, the margin you build into a quote, the subcontractor and client lists, and job templates you have refined over years. A barista knows how to make coffee; that is not yours to lock up. The exact dial-in for your signature roast, written on a card next to the machine, is.

Confidential information is a broad category, and trade secrets and know-how sit inside it. As the Queensland Government’s intellectual property guidance puts it, that information is protected for as long as it stays out of the public domain, and it is not registered anywhere. There is no office you lodge a recipe with. Protection comes from keeping the thing confidential and from the agreements you put in place, not from a certificate on the wall.

Why this matters more now that non-competes are going

The Government has published draft laws, open for submissions until 2 October 2026, that change how businesses can hold on to staff knowledge. Under the draft, a non-compete clause would be banned for any employee earning at or under the high income threshold, which is $190,100 for the financial year ending 30 June 2027, and for casual employees and pieceworkers regardless of pay. Clauses that stop a former worker poaching their old colleagues would be banned for every employee, whatever they earn. The Government is aiming for the changes to start in 2027, and they are meant to apply going forward, to arrangements entered into after the new rules begin, with existing contracts caught if they are later varied.

For a cafe owner or a builder, the practical upshot is simple. You will no longer be able to lean on a clause that says the ex-chef or the apprentice cannot work for a competitor. What you can still do is stop them taking and using your specific information. According to the law firm Allens’ analysis of the draft, “Properly targeted confidentiality/non-disclosure obligations remain unaffected” by the ban. The catch is in the word targeted. A confidentiality clause written so broadly that it effectively stops someone working elsewhere can be treated as a disguised non-compete and caught by the ban. The sloppy, catch-all NDA that felt safe for years is now the risky one.

There is a shift worth naming here. A non-compete tried to control where a person could work. A confidentiality obligation controls what they can take. The first is being switched off for most of your staff; the second still stands, and it is the one that was always closer to what you actually cared about.

There is no register for a recipe or a price list

Because nothing is registered, the agreement does the heavy lifting, and so do the habits around it. The same Queensland guidance says protection flows from clear confidentiality obligations in your employment agreements, the same obligations in the agreements you use to engage consultants and contractors, and a well-drafted confidentiality agreement with business associates. In other words, the people who touch your information each need to be on the hook in writing, and the wording needs to fit the relationship.

That is why a single template photocopied for a chef, a casual dishhand, a plumbing subcontractor and a prospective buyer of the business tends to fail. The buyer kicking the tyres on your cafe needs a mutual agreement that also protects their interest and allows their accountant to look at the books. The apprentice needs a plain, narrow clause tied to the method sheets. The supplier needs one that covers the pricing you share to get a quote. Same idea, different documents.

Who should sign one, and when

The timing rule is the one owners get wrong most often. The NDA is worth little if it is signed after the information has already changed hands. Get it signed before you hand anything over.

In a food business that usually means a new head chef or kitchen manager who will see the recipes, casual staff who work the method sheets, and any consultant you bring in to redesign the menu or the systems. For a trade business it means subcontractors and apprentices who see your rates and job templates, and anyone you let near the client list. If you are selling the business or taking on an investor, the confidentiality agreement goes out before the financials do, not after. And if your real worry is a subcontractor relationship rather than a bare secrecy promise, the document you want may be a subcontractor agreement with confidentiality built into it, rather than a standalone NDA.

What a usable NDA has to say

Strip an NDA back and a workable one does five things. It defines the confidential information specifically, naming the categories that matter to you, such as recipes and ratios, supplier pricing, quoting and margin methods, and client or subbie lists, rather than saying “all information”. It sets out carve-outs, so the agreement does not pretend to own things that are already public, that the person already knew, that they work out independently, or that they are required by law to disclose. It fixes who is bound and for how long. It says what happens to the material when the relationship ends, usually return or secure deletion of every copy. And it states whether it is one-way, where only you disclose, or mutual, where both sides do.

Keep the obligations tied to the information, not to the person’s future livelihood. An NDA that reads like a ban on ever working in hospitality again is the kind the new rules are designed to strike down. One that protects the dial-in card, the price file and the quote templates, and nothing more, is the kind that holds.

The steps a document cannot take for you

An agreement is only half the job. For information to count as confidential, you have to treat it that way. The Queensland guidance suggests marking it as confidential, keeping it somewhere secure when it is not in use, sharing it on a need-to-know basis, and keeping track of every copy. Do the arithmetic on your own business: if the recipe folder sits in a drawer six casuals open every shift, and the price list is pinned to a corkboard, a court looking at a breach has less to work with. The NDA and the habits reinforce each other. Lock one in without the other and you have half a defence.

Put your NDA in writing with Claim Done

Most owners know they should have confidentiality covered and put it off because the options look like a lawyer’s retainer or a free template that fits nobody. Claim Done sits between the two. You answer plain questions about your business, who is signing, what you are protecting and whether it runs one way or both, and the document engine drafts an NDA built around your answers. You read it, approve it, and it is sent to you by email, ready to have the other party sign. It is a flat fee with no subscription, and you can see the current price on the pricing page. Claim Done is not a law firm; it drafts the document from the information you give it.

If a key hire, a subcontractor, a supplier or a potential buyer is about to see something you would not want a competitor to have, do it before the information moves, not after. Start your NDA on Claim Done and have it ready to sign today.

Frequently asked questions

Is a non-disclosure agreement the same as a non-compete clause?

No. A non-compete tries to stop a person working for a competitor or in the same trade for a period. An NDA stops them using or sharing your confidential information, such as recipes, supplier prices or quoting methods. Under the Government's draft laws, non-competes would be banned for most workers, while properly targeted confidentiality obligations are not affected.

Do I have to register a recipe or price list to protect it?

No. Trade secrets and confidential information are not registered anywhere in Australia. They are protected for as long as they stay out of the public domain, which means keeping them confidential, limiting who sees them, and putting confidentiality obligations in writing with the people who do.

Who in a cafe or trade business should sign an NDA?

Anyone who will see information you would not want a competitor to have: a new head chef or kitchen manager, casuals who work from method sheets, subcontractors and apprentices who see your rates, consultants, suppliers you share pricing with, and any prospective buyer or investor. The agreement should be signed before the information is disclosed.

Can an NDA be too broad?

Yes, and that now carries a risk. A confidentiality clause drafted so widely that it effectively prevents someone working elsewhere can be treated as a disguised non-compete and caught by the proposed ban. The fix is to tie the agreement to specific categories of information rather than the person's future work.

How does Claim Done create an NDA?

You answer questions about your business, who is signing, what you are protecting and whether it runs one way or both ways, and Claim Done drafts the agreement from those answers for a flat fee. You review and approve it, then it is sent to you by email to have the other party sign. Claim Done is not a law firm.