Signing Contracts with other companies....

[sarahashleyphotos]

I have started working with a company that does photos, video, & graphic design for other companies. This is a small company. They just asked me to sign a Noncompete. My mom and a few other people have said this is not a good idea.

This is the bit that worries me.
"agrees not to compete with (Company name) for a period of 2 years
within a 80 mile radius of (company name)" "Competition means owning or
working for a business of the following type: Photographic work,"

I own my own photography business and the owner of the company knows this.

He says:
"Just to clarify. You may still keep your day job and practice your craft. The NONCOMPETE is pretty broad, however all it means is that you agree to not use our equipment for personal gain or in competiton, use our designs, our software, our apps, our technologies - AGAIN in direct competition. If you plan to still do your job that is fine. You would only violate this if you do your job, use our computers, use our in-house software, use the company Name and use the techniques we taught you for your own personal gain while "stealing a client" or potential client of ours."

Im worried because it talks about a fine. My dad has said the contract he used is stolen anyway since he saw that a signature was whited out. I know you guys are not lawyers but any input on how to handle this? I have told him that a few people have told me its not a good idea to sign it and suggested that he make it more specific. No reply yet.

[tracknut]

Aside from the questionable legalities of non-compete clauses, it sounds to me like you have a perfect answer here. Request that the supplemental clarifications be inserted as a replacement to the original wording in the contract. Agreeing to not use their computers, software and name to compete against them seems completely reasonable, but that is not what the statement in the contract says.

Dave

[Naturalist]

There's no way I would sign anything like that!

Rule #1: If you're not happy, don't sign. A good deal is only good when both parties are happy.

[sigma pi]

I am not a lawyer. But if things go bad ANYONE could be a potential future client?

[sarahashleyphotos]

Thanks Dave. I have just told him i'm not comfortable with what it says and asked him to re write it. I am waiting for a reply.

[sas8888]

If it was me I would talk to a lawyer to get an opionon to find out what exactly you are getting into. It might cost you a few dollars but will give you an idea of what your getting into as this will directly affect your company now and in the future. Remember these contracts are made for when things go bad. Everything may be good now but knowing what your getting into will help if things turn belly up.

[S.Horton]

You are clearly dealing with someone who has absolutely no idea what he is doing. Is he paying you yet?

[NorseHorse]

Do NOT sign it.

I knew a gentlemen who wanted to leave his job along with two of his coworkers. Because they had signed a non-compete agreement stipulating that they couldn't operate withing 50 miles of their previous employer, they all had to commute 50 miles each way each day for a year until the contract was up.

They rented a little office space 51 miles away so that none of them violated the contract. :rolleyes:

For a business like photography, "competition" should not be defined in terms of geography.

[rpaul]

What he's saying and what the non-compete says are two different things.

All he's saying is that you shouldn't be doing personal business on his company's time/equipment. Something like that is for the term of the contract, would (or should, anyway) be stated far more explicitly, and doesn't need a "period of 2 years" or "80 mile radius" stipulation. But even his wording (e.g. "potential client") could come back to bite you.

Like tracknut said, I would have them clarify exactly what they don't want you to be doing ... you don't want some "harmless" generic wording to wind up hurting you.

Disclaimer! I am not a lawyer and this is not legal advice. Simply my opinion.

[sarahashleyphotos]

He has paid me for two jobs (photos of everyone that is working with him in this company for the website & family photos for his family). I have not given him the photos yet & I will be holding them until this is sorted out. He says " your primary source of income is photos for weddings. We will be doing military pics, Secret pics and research and development type of photography. So we will never compete." but he is re writing the contract since I requested he do so.

[S.Horton]

If you really are worried about it, hire a local Employment Lawyer. Look for one which specifically has that practice, not someone who does anything and everything.

Get a work for hire contracting agreement and present it as a proposal.

You will find that such an agreement says you charge time and materials and the other company owns all work product. There will be a non disclosure clause, and language about not stealing each others customer and employees, but nothing about not competing.

If he wants you not to compete, then you present something called a joint marketing and services agreement. That says he pays you nicely for your exclusive services for a certain type of work in a geography and in return you agree not to enter his business.

Good luck.