Legal Question in Business Law in California

Non-disclosure Agreement and future subpoenas

I am the owner of a small business that was scammed out of quite a large sum of money as were several hundred other businesses across the country. We have joined forces with ex-employees, whom were also scammed out of thousands of $ in wages. We formed an internet message board that is designed to provide information to the public about the unethical and fraudulent practices of this company.

I recently received a call from this company offering me a settlement. This offer comes with strings attached, as they want me to sign a non-disclosure and confidentiality agreement that would forbid me from distributing or communicating disparaging or negative information about their company.

Question: This agreement does not have a clause that exempts us from adhering to this agreement in the event we receive a subpoena to testify in court, nor does it excuse the presentation of evidence to law enforcement if demanded by a court of law, etc.

Does the text in this agreement have the potential to put us at risk for contempt of court or to put us at risk of breaching this contract giving this company the ability to file suit against us because we were ordered to provide evidence and testimony about this company?


Asked on 10/26/03, 6:42 pm

2 Answers from Attorneys
Sheldon G. Bardach Law Offices of Sheldon G. Bardach

Re: Non-disclosure Agreement and future subpoenas

No! These agreements are always subject to judicial process, that is if a court orders you to disclose you must. For safety sake, I would inform the court and have the court specifically order you to disclose. Rather than simply voluntarily disclosing. A subpoena is another matter it is a court order to present documents or testify in court. Do as it says.

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Answered on 10/26/03, 10:46 pm
Edward Hoffman Law Offices of Edward A. Hoffman

Re: Non-disclosure Agreement and future subpoenas

You might want to request an additional clause specifically stating that you will not be in breach of the agreement if you are compelled to disclose this information by a subpoena or court order. The other side might reasonably want the clause to require you to notify them of any such order before complying so that they can step in and try to protect their interests (at their own expense) if they choose to do so.

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Answered on 10/27/03, 12:37 am


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