Signing Confidentiality, Non-Solicitation, Non-Competition, & Inventions Agreements

[donlapalma]

I just received a job offer that I'm seriously considering. As part of the offer letter, there is an Employee Confidentiality, Non-Solicitation, Non-Competition, & Inventions Agreement. I've never had to sign one of these before. For the attorneys out there, what should I be on the lookout for?

I've read my fair share of these for work so, to my accounting mind, it sounds pretty boiler-plate. However, since this now impacts me personally I thought I would see what you all had to say.

And yes, I will not construe any posters comments as "legal advice."

[KUSA]

In regards to the no compete, I would never sign one of them. If the company is so concerned about you leaving, is it a place you really want to work? A good company will have the confidence that you will want to stay.

I’ve seen people in my industry that signed them, left the company to work for a competitor, and get sued. They lose and have to fork over cash.

Ask them why they feel they need a no compete.

[JoshNC]

In regards to the no compete, I would never sign one of them. If the company is so concerned about you leaving, is it a place you really want to work? A good company will have the confidence that you will want to stay.

I’ve seen people in my industry that signed them, left the company to work for a competitor, and get sued. They lose and have to fork over cash.

Ask them why they feel they need a no compete.

That is industry dependent. Very common in some. OP, I recommend you hire a good employment attorney and ask these questions. Coming to an Internet forum asking for job/legal advice is worth what you pay for it.

[donlapalma]

That is industry dependent. Very common in some. OP, I recommend you hire a good employment attorney and ask these questions. Coming to an Internet forum asking for job/legal advice is worth what you pay for it.

Yes. I'm acutely aware that forum discussions are not the equivalent of paid legal advice and I acknowledge as much in my OP. I'm asking personal friends and colleagues the same question I posed here - because I tend to think there are some smart and experienced folks here. If after my INFORMAL inquiries, I believe the engagement of an attorney is warranted, I will certainly go down that route.

[THCDDM4]

I’d personally not sign such an agreement that pushes me into a corner. Unless the juice was worth the squeeze and I had thoroughly vetted the company and my plan was to stay for the term of the contract.

Some non-competes come with an extension beyond the contracted term- that’s a big no no for me.

[MegademiC]

Not an attorney.
I’ve signed one for a prior position as an engineer.

Very situational, business, and career dependant.
If I ran the company, I would want people to sign as well, depending on the job.

I would expect it to be common for people involved with R&D.

[FromMyColdDeadHand]

It is state dependent on what is enforceable too. Had a buddy bitten hard by one, others aren't worth the paper that they are written on.

[Renegade]

I just received a job offer that I'm seriously considering. As part of the offer letter, there is an Employee Confidentiality, Non-Solicitation, Non-Competition, & Inventions Agreement. I've never had to sign one of these before. For the attorneys out there, what should I be on the lookout for?

I've read my fair share of these for work so, to my accounting mind, it sounds pretty boiler-plate. However, since this now impacts me personally I thought I would see what you all had to say.

And yes, I will not construe any posters comments as "legal advice."

Only saw one.

Dell wanted me to sign:

a) 2 year no compete.
b) if I fail to complete 4 weeks, my salary reverts to minimum wage I must pay them back.

This for a short term contract position, 6 months tops. They acted surprised I turned them down.

[26 Inf]

Regarding the non-compete agreement, a friend of mine recently had an experience worth mentioning.

My friend went to work for a doctor-owned clinic. He contracted in for a period (I believe two-years) with the provision that after two years he would become a partner/owner (I don't know the details of how that was going to occur).

Things were going along great until a year or so into the contract. At that point the doctor-owners sold out to another entity and became employees of that entity. They continued operations under the same name, with the senior of the old owner's group being made director.

Since my friend was not yet an owner, he didn't, as he put it, 'get a million bucks plus a job' he just got offered a chance at continued employment, with no chance of partnership/owner's stake.

My friend had been in private practice before coming to the group and had joined the group, bringing most of his former patients, for the benefit of becoming a partner in a much larger practice.

He wasn't interested in continuing as an employee and made the decision to go back into private practice. When informed of this, the new owners, tried to invoke the non-compete clause. This was eventually ironed out, but cost my friend some time, money, and goodwill.

If such a circumstance would even be remotely possible in your new job, you might want to consider wording to address the problem.

[Artos]

I've signed them before as a sales rep before but never had any problems...One employer let me go for no reason after taking the company from a 500k biz to 6mm over 5 years, but agreed to pay me commissions I brought in for a year if I wouldn't go to work for the competition. After the one year I did just that & they closed shop not too long after simply due to stupidity & not understanding the importance of sales / relationships.

This was all in manufacturing in Mexico in the maquilas several years ago & when the issues over there got ugly to uglier, I decided to leave & change my direction to keep me out of the country...one of my superiors who was a complete idiot threatened to take me to court over a rumor I jumped ship to the competition & the agreement I signed. I played the game, told him I was going take all the biz with me & I had the 'right to work' bs being in TX on my side & he came unglued. Our main boss who I stayed very good friends with let him work himself up for months which made for some great long distant phone conversations & laughs.

Anyway, depending on your industry I think it would be wise to do just what you are considering & look at the options with trusted attny who understands your situation & mostly has experience with the issue. Good luck.