Employer asking me to violate their own trade secret aggreement.

Two years ago my employer had me sign a non-compete and a trade secrets agreement. However, since then my employer has repeatedly asked me to violate the trade secrets agreement (and possibly the non-compete) in order to "keep some clients happy." To be more specific, He wanted me to describe how I did something to a client so they could do it on their own. He either does not care or does not see the value in the specific service.

Recently one of these very clients privately contacted me asking me to do some minor consulting for them. I declined. However, this got me wondering if my employer would have any legal footing to prevent me from competing if I chose to since they them-selves are ignoring the provision. Or do they have that right since they are the employer?

Thanks!

2 answers  |  asked Mar 31, 2010 07:50 AM [EST]  |  applies to Ohio

Answers (2)

Neil Rubin
I agree with Bruce. This is a weird one. However, I had a case where it was ruled that the employer WAIVED the restrictions by directing the employee to violate it. This took a lot of work, expense and, quite frankly, was a surprise.

So . . . best to ask upfront. Maybe your employer will surprise you.

Good luck.

posted by Neil Rubin  |  Apr 1, 2010 09:17 AM [EST]
Bruce Elfvin
This is truly one of the slippery slopes. Your employer, who is to benefit from your agreement, can choose to ignore or not enforce the agreement. From your example the employer may not care to enforce the agreement unless an employee does something that it finds threatening. You should just to be safe casually run the request by the employer, in an abtract way. Such as, would it be OK if I did a little consulting with a customer on their request?

I worry that selective enforcing of the non-compete and trade secret agreement may only be important when the employer decides it is threat to business.

posted by Bruce Elfvin  |  Mar 31, 2010 09:06 AM [EST]

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