Can my old boss sue me based on a confidentiality agreement?


Additional Information:

I recently left my job at an IT company to start my own business. My old boss says he will sue me if I open a business in Massachusetts because that would violate the confidentiality agreement in my old one year contract. I’ve read the old contract and I don’t see how that could be true. Any thoughts?

Attorney Answer

Confidentiality agreements are generally enforceable in Massachusetts if they protect legitimate business interests, and the state has specific laws the protect trade secrets from theft or misuse. Former employees should be careful to honor their employers’ restrictions regarding proprietary information, regardless of the conditions under which they leave employment. As long as you do this, you need not be concerned that you’ll somehow transgress the bounds of law by opening your own business.

The problem with this sort of situation is that an employer’s idea of what is confidential and that of a former employee often differ. So too do interpretations of written agreements. To be binding, a writing like the one you refer to must meet certain legal requirements. To the extent you have questions whether your contract is valid and/or whether it might in fact be applied to somehow block or restrict your new business, you’ll be well served by consulting with an employment attorney. The relatively small amount of money you’ll spend on a consultation will be well spent as it buys you a full understanding of the law as it applies to your specific situation.