Legal Question in Employment Law in Maryland

Non compete agreement

I was required to sign an sketchy non-compete clause when I began teaching piano for a small independent music school:

If any instructor should decide to end their employment,

the students who are referred by BIL (company name) would

be considered a part of BIL. If any instructor is found

taking a BIL student with them when they they leave, this

will be cause for legal action and will be considered

theft.

My employment recently ended under rather ambiguous circumstances: I quit over a somewhat offencive (but still petty) dissagreement with the owner. My students are calling me and want me to give them private lessons. I would love to do this and even considerd offering this option to my closest students but am concerned about the agreement. Is this agreement binding? And, if so, for how long? Under the circumstances I've described, does it sound like I would be risking negative 'legal action' if I took on the students who requested that I do so? And if I offered to the same option to the others?


Asked on 10/07/02, 11:05 pm

2 Answers from Attorneys
Ana Avenda�o Law Office of Ana Avenda�o

Re: Non compete agreement

I assume that Maryland law would apply to the contract (ie it was signed in MD, or to be performed in MD, and it doesn't specify that the law of another state would apply).

If so, Maryland law requires that covenants not to compete have to be limited in time and location. In other words, if you had agreed not to set up a competing school within ten miles of the original school for a period of 5 years, that would probably be OK. An open ended covenant is not.

It would also be OK if you had signed an agreement not to solicit business away from the school--ie that you couldn't directly call the students and ask them to go with you.

There might also be an issue as to whether the student list is a "trade secret."

The bottom line is that it all depends on the specific language of the agreement you signed, and the circumstances under which you signed it.

If the agreement is too broad, and the school is interfering with your ability to get clients, then the school could be liable to you.

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Answered on 10/08/02, 6:23 am
Jeffrey Sheldon

Re: Non compete agreement

Non-competes generally are required to have more specific language than the one you describe in order to be enforceable. However, there are laws in Naryland about "stealing" clients, regardless of whether a valid non-compete exists. Much depends on the language of the contract, any other agreements or policies that may exist regarding BIL, and the timing of the students' requests to stay with you.

On the last point, generally speaking, if the students came to you after you left, without your soliciting them before you left, and if the non-compete is unenforceable, then you can take the students on as clients. Those are big "ifs", though. And even if the facts are on your side, BIL could still sue and force you to defend.

In practical terms then, it would be nice to put the issue to bed with BIL. An attorney could help you do that. In any case, you should seek a free consultation to review the matter and decide how best to proceed. I am available at 301.604.2497 or [email protected] should you wish to do that.

Good luck.

Jeffrey L. Sheldon

The Sheldon Law Firm

Disclaimer: This posting does not nor is it intended to constitute legal advice. It is not confidential or privileged and does not create an attorney-client relationship. You should consult an attorney for legal advice specific to your matter.

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Answered on 10/10/02, 3:22 pm


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