Question
Is there a workaround if an NDA requires disputes in another state?
I'm happy to sign my client's NDA, but it requires any legal disputes to be resolved in New York. I'd rather not hassle them, but I'm worried about the expense if a dispute ever arose. What are my options?
Answer
Yes, you have options—but they usually require agreement before you sign. Forum selection clauses (like requiring New York courts) are generally enforceable and are given controlling weight in most cases under federal law, so your best chance to change or soften them is during negotiation.
If you sign as-is, you may need to handle disputes in that state. But you can often adjust the clause to reduce cost and inconvenience.
What are practical ways to reduce the burden?
You can propose alternatives that keep things fair without rejecting the NDA. Common options include using arbitration instead of court, choosing a neutral location, or allowing remote proceedings.
Another approach is to keep New York as the legal forum but allow virtual hearings or mediation first. This can reduce travel and legal costs if a dispute happens.
Do you have to push back, or can you accept the risk?
It depends on the situation. If the risk of a dispute is low and the NDA is limited in scope, you may decide the cost risk is acceptable.
But if the agreement involves sensitive information or higher stakes, even a small change—like adding arbitration or remote options—can make a big difference.
What to do next...
- Review the forum clause and identify your main concerns.
- Ask for small, practical changes (like arbitration or remote hearings).
- Consider a neutral location instead of the client's state.
- Weigh the risk of a dispute against the value of the deal.
What to consider in your specific situation
While forum clauses are common, how much they matter depends on your risk and business setup.
- The likelihood of a dispute under the NDA.
- The cost of travel and legal counsel in that state.
- The value and sensitivity of the information involved.
- Your ability to negotiate small changes without friction.
- Whether remote or alternative dispute options are allowed.
- The overall importance of the client relationship.
Even small adjustments can make dispute terms more practical without slowing down the deal. Since every situation is different, consider more information through Rocket Copilot, a Legal Pro, or a legal document review to move forward with confidence.

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Please note: This page offers general legal information, but not legal advice tailored for your specific legal situation. Rocket Lawyer Incorporated isn't a law firm or a substitute for one. For further information on this topic, you can Ask a Legal Pro.

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Disclosures
- This page offers general legal information, not legal advice tailored for your specific legal situation. Rocket Lawyer Incorporated isn't a law firm or a substitute for one. For further information on this topic, you can Ask a Legal Pro.