Legal Question in Business Law in California

Conflict of Interest / Independent Contractor

Hi, I currently work in the business department (advertising) of a school newspaper and have signed all paperwork to be classified as an independent contractor. The newspaper also requires each Independent contractor to sign up for units and considers it a class.

My Question: I have started my own advertising business and have found it to be very profitable. I would in fact be using some clients / contacts I made while working at the paper.

What kind of trouble can I get in by working for myself?

Do I need to quit the newspaper in order to avoid possible consequences?

Where is a good place to look for other information on this topic?

Thank you very much; I am in a bit of a dilemma.


Asked on 10/28/06, 2:25 am

1 Answer from Attorneys
Bryan Whipple Bryan R. R. Whipple, Attorney at Law

Re: Conflict of Interest / Independent Contractor

Two legal principles intersect here. First, you have an absolute right to work for a new employer (or for yourself) in your chosen occupation, trade or business, and no prior employer can prevent that, by non-compete clause in a contract or otherwise.

On the other hand, employers (and anyone who owns them) have a protected right in their trade secrets, and a customer list is often considered a trade secret if it took time and effort to develop (i.e., was non-obvious) and has independant commercial value.

Here, your knowledge of potential advertisers seems to have been developed by you, rather than furnished to you by the school. In that case, the client info is probably your trade secret, not the school's, and therefore you'd be free to use that info in your new capacity.

I never tell anyone they can't be sued; about as far as I can go here is to say that if you were sued for misappropriation of trade secrets, you would seemingly have a very good defense.

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Answered on 10/28/06, 11:50 am


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