Can I Have a Noncompete Agreement With an Independent Contractor?
A business that wants to protect trade secrets, patents, inventions, sales territories, customer lists, and similar confidential business information often find it helpful and desirable to place the terms of the employer-employee relationship in a binding, written employment contract. Noncompete and confidentiality clauses may be used in an agreement with an independent contractor (please see links to forms below).
Confidentiality and non-disclosure agreements are used to impose confidentiality obligations on parties receiving information on materials from disclosing parties which consider such information or material to be confidential. The agreement may contain terms that prohibit the disclosure of confidential information and competition with your business. The employment of the individual is typically considered adequate consideration to make the contract enforceable. If another employer is aware of the agreement and intentionally seeks to interfere with its terms, it may be possible that that employer is liable for damages for intentional interference with a contract.
A court will generally enforce a non-compete agreement if it is reasonable in terms of the restrictions on the employee. It should be limited in time and distance that it covers, so that the employee isn't prevented from earning a living. The agreement may contain terms that prohibit the disclosure of confidential information and solicitation of other employees. The employment of the individual is considered adequate consideration to make the contract enforceable. If another employer is aware of the non-compete agreement and intentionally seeks to interfere with its terms, it may be possible that that employer is liable for damages for intentional interference with a contract.
Courts will enforce non-competition agreements if:
-the employer proves that it has a legitimate business interest to protect by restricting the right to compete against it;
-the restriction on the other party's right to compete is no greater than that necessary to protect the employer's business interest; and
-the covenant not to compete is supported by consideration, meaning that the other party received something in exchange for it.
Defamation is an act of communication that causes someone to be shamed, ridiculed, held in contempt, lowered in the estimation of the community, or to lose employment status or earnings or otherwise suffer a damaged reputation. Such defamation is couched in 'defamatory language'. Libel and slander are subcategories of defamation. Defamation is primarily covered under state law, but is subject to First Amendment guarantees of free speech. The scope of constitutional protection extends to statements of opinion on matters of public concern that do not contain or imply a provable factual assertion. Defamation is covered by tort law, rather than contract law principles.
Slander is a spoken statement meeting these conditions:
1. a defamatory statement;
2. published to third parties;
3. which the speaker or publisher knew or should have known was false; and
4. that caused the plaintiff injury as a result of the statement