Legal Question in Business Law in New York

Re: Sub-Contractor Agreement

received your inquiry on August 16, 2000

To be able to give you correct and proper advice cannot be done with this limited information.

Generally, an "expired" contract continues along its terms if the work continues.

As for breaking the contract, who knows...what did/does it say in the agreements?

There may also be restrictive/non-compete covenants in the documents. To tell you any more would be to do you a disservice as the amount of information is insufficient.

Contact me if you need any further information. Thanks and Good Luck.

RRG

Re: Sub-Contractor Agreement

Your right to terminate, etc., depends on the language of the agreement and an evaluation of the surrounding facts and circumstances.

Suggest you consult with an attorney who can review the documents for you and evaluate the facts of your case. The approach you are taking could buy you a lawsuit as a defendant in an injunction action.

Either way you will need an attorney. The first way can help keep you out of court.

Hope this helps.

Re: Sub-Contractor Agreement

You have not provided sufficient information to provide a full reponse. Generally, and subject to a review of the contract, it would continue until terminated by a party as specified in the agreement, or until the particular job is terminated. Also, the contract may have provisions regarding non-competition matters and/or confidentiality matters. Does your contract have these provisions? What about provisions covering leaving the contractor and going to work for the client directly? You may be creating an exposure to a suit against you for various breaches of the contract language, and even for tortious interference with business relationships. A thorough review of the contract is necessary before you take action that might come back to haunt you. I can assist you if you send a copy of the agreement or call to discuss it. My phone is (973)-377-3313 and my FAX is (973)-377-8167. Be safe and have someone review it and advise of your rights and exposures.

Walter

Re: Sub-Contractor Agreement

Yes, it depends on what the agreement says. I assume there is a written agreement. Under NY law, if an agreement provides for one person to work for another, without an end date, it is often consdiered to be "at will," terminable by either party upon reasonable notice.

However, if the contract is for a specific job, or a specific client, you may well be obligated to complete the job.

I have seen some (and drafted some) contracts in computer consulting, and they usually have standard language about your not competing with the guy who hired you. Under NY law such covenants not to compete are enforceable (1) if necessary to protect the employer's/principal's legitimate interests, and (2) reasonably limited in time and geographic scope.

The "legitimate interests" would include situations where the employer has imparted confidential business information or trade secrets. Indeed, even without a written agreement, and even without a covenant not to compete, the courts sometimes prevent people from competing, under such circumstances.

Best to run this past an attorney who's well-versed in the latest cases on restrictive covenants and non-compete agreements.