You had a relationship with Company A Company A had a relationship with Company B
You have no relationship with Company B, unless you signed your life away somewhere to do your bits of work with them. If Company A promised non-compete it isn't binding on you as you were not a party to the agreement, and your original agreement carried no stipulations regarding non-compete. Any that existed implicitly evaporated with Company A's demise, and only pertained to Company A in any event. As always, if you want anything more than homespun advice from uninformed knuckleheads get ask a lawyer (er... solicitor) who works in this specific field. -------------------------------------------- Matt Robertson [EMAIL PROTECTED] MSB Designs, Inc. http://mysecretbase.com -------------------------------------------- -----Original Message----- From: Gyrus [mailto:[EMAIL PROTECTED] Sent: Monday, July 14, 2003 10:43 AM To: CF-Talk Subject: OT: approaching clients of (former) employer Hi, Just wondered if any of the people here a bit wiser to the ways of the industry and legal matters could give us their opinion on a slightly sticky situation that's cropped up for us. We'd really appreciate any advice. I'll say upfront that we're UK-based, so I'm not sure if any legal issues are UK-specific. The short version of the long story is that myself and a friend, who offer our freelance web services under the name Tengai, used to do a lot of work as sub-contractors for (let's say) Company A. The work (all based on ColdFusion) was all done without any written contracts, and all seemed well until (don't sneer!) they went belly up owing us money. Their client list was bought by (let's say) Company B. We vaguely considered leaping in and trying to poach the clients in the transfer, but accepted that despite there being no written contracts, it was unethical, and played the game. We met with Company B, they seemed a bit more organised than Company A, and said that while their own in-house stuff was all based on ASP and MS technologies, they'd probably continue the relationship with us as sub-contractors to do the CF work. We did a few little jobs through them in the first months, but near the beginning of this year everything went quiet. As far as we were aware, the clients were just backing away from the hiked-up prices that Company B were putting through to them. So recently, with times being tough, we've come back round to idea of approaching these clients directly. We've not had any work from Company B for nearly 6 months, so we see the sub-contractor relationship as effectively lapsed. However, we decide to be upfront and honest about it, and inform Company B of our intentions. They come back and let us know that we shouldn't approach these companies as they're now valuable clients of theirs and... wouldn't you know it... they're in the process of persuading them to migrate to ASP and MS-based technologies. Of course, they think we're being unethical. Even though they concede that they don't really have work for us, they say we're using information (contact info for the clients) that is priveleged and binds us to the sub-contractor relationship. To us, though, we would have this information, having been the cornerstones of all the work done for the clients via Company A during 2000 - 2002. Company B surely can't hold us to a sub-contractor relationship when they're not giving us any work, and don't pretend to have any for us now - especially since there's never been anything but verbal agreements. In our view, they've been less than ethical in giving the impression of an on-going relationship, of us doing their new CF-based clients' development work, but - without telling us - pushing them towards their own ASP environment. Naturally the client should get what's best for them and not be the victim (again) of their developers mucking them around (as Company A did). We're fine with these clients deciding they're best with Company B, we just think that all the cards should be on the table. Only, Company B have said that if we approach any clients and any of them decide to go with us, they'll take legal advice. Has anyone been in this situation or something similar? Any views? many thanks, Gyrus [EMAIL PROTECTED] play: http://norlonto.net/ work: http://tengai.co.uk/ PGP key available ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~| Archives: http://www.houseoffusion.com/cf_lists/index.cfm?forumid=4 Subscription: http://www.houseoffusion.com/cf_lists/index.cfm?method=subscribe&forumid=4 FAQ: http://www.thenetprofits.co.uk/coldfusion/faq This list and all House of Fusion resources hosted by CFHosting.com. The place for dependable ColdFusion Hosting. http://www.cfhosting.com Unsubscribe: http://www.houseoffusion.com/cf_lists/unsubscribe.cfm?user=89.70.4
