Confidentiality agreement 1099

[questionwhy1099]

What is the name of your state? Colorado

I was recently asked to sign a confidentiality agreement as an independent contractor by a company I have worked for many years.

I have no problem with that and not disclosing any proprietary information including customer lists but I do have a problem with the wording of the agreement. It basically said that I will not "use" any current or "potential" clients, distributors and distributon locations in "any way" forever! I pointed out to them that this means I could never do business with ANY company in my town because every one could be considered a "potential" client and that I could never do business with any of their advertisers as a consumer because I would be "using" them and questioned what the advertisers would think of that. I also feel that the real intent of the agreement was to keep me from working for any other company, MOST of whom are not in competetion with the employer.

I provide the same service for several businesses in my town and this broad statement could have hurt me in the future. I asked for clarification on the meaning of "use", "potential" and "any way" in writing and suggested restraint of trade.. I was told to sign or be terminated. I refused to sign and was terminated.

I do understand under independent contract law I can be terminated for any reason at anytime. I also understand, and informed the company that their contract unfairly restrained my ability to make a living and trade with whomever I choose. I also noticed that they did NOT include any remedy (what they would do if I violated the agreement).

Any suggestions?

Questionwhy1099

 

[pattytx]

I'm confused as to what you are asking for advice about?

The concept of "non-compete" is inconsistent with independent contractor status. I wouldn't have signed it either. Although, the language you described as in the agreement is so vague and restrictive, I doubt very seriously it could ever be enforced, even for an employee.

 

[questionwhy1099]

Any chance of persuing restraint of trade action?

 

[pattytx]

But you didn't sign it. Are you still doing work for them? If so, is there a time limit by which you must sign it or they will terminate the contract? Or are you planning to terminate it?

 

[BelizeBreeze]

Any chance of persuing restraint of trade action?

that's a pretty ridiculous stretch.

You have the right not to sign the agreement.
They have the right, even with your signature, to fire you.

 

[questionwhy1099]

I was hoping to get a little more broad oppinion here from someone familiar with anti-trust law. I respect your opinion BB but many years ago (i.e. pre internet) I was involved in a similar situation and couldn't find a local lawyer who knew anti-trust law. I had to let it go to only find out a couple of years later, someone in the EXACT same situation I was in, sued and won $33 million with treble damages and attorney fees.

I no longer work for this company because I was given a deadline, which was different from others who do the same job for them, and I refused to sign. I understand that I can be terminated without cause at any time (I documented the cause) but this agreement was so restrictive, allowing me basically ONLY to work for them. I understand that I can merely say no and move on BUT remember that even though I didn't put myself in the position of them controlling me, I have suffered the loss of income from that account because of their actions! It is very dicey if a company tries to hire an independent contractor and have them work exclusively for them. I would then become an employee! Also, I have worked for this company for over 10 years!