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Ask HN: I signed a NDA non-compete, but declined the job

6 points by jimkri ↗ HN
I have a question about an NDA which was also non-compete. It was for an internship, I signed it because I planned on working there, but I ended up declining the offer. I never did any work for them, I was involved with the start-up maybe 24 hours not even, I don't plan on doing any work in that area they are in. Do I have anything to worry about? Other than the fact that I need to think before I sign anything.

15 comments

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SEJeff
You signed the Non-Compete, which makes it legally enforceable. Most NCAs (non-compete agreements) have clauses allowing the firm to not enforce them if they so choose.

I would send an email to the firm asking them if you're still bound by it. I would also seek a lawyer to read the agreement you signed and advise you of your rights first.

jimkri
Okay, yea I planned on emailing them today to see if it is still binding, and okay that makes sense. Also thanks for the advice, it has been driving me crazy thinking about it.
HeyLaughingBoy
I think that may cause more trouble than it's worth. They will likely have forgotten that you exist by tomorrow. But if you email them specifically asking about the NDA, they'll remember your name forever if there is ever a breach of information.
saluki
Not a lawyer here either . . . I definitely wouldn't draw attention to myself though by contacting them about it . . . you didn't work there and didn't learn anything proprietary so you should be good to go . . . that said I wouldn't launch a similar startup to theirs . . . without consulting a lawyer. But being an employee or launching an unrelated startup should be fine . . . in the future I'd sign NDA/NCA on your first day or when you formally accept the job (this might be the case, or they might be 'NDA crazy' and had you sign one before even interviewing. Good luck in 2015.
opless
Steady on there SEJeff, it very much depends on the wording of the NDA+Non compete. Depending on the country OP is in it might be unenforceable.

That said I very much doubt that the non-compete would be enforceable if OP hasn't worked there, and has no knowledge of the workings of the company.

The rest of your advice is spot on.

I would also recommend talking to a lawyer about the NDA/NCA because let's face it, I'm not a lawyer.

mchannon
Depends on where you signed the papers.

In practice, the state of California makes it next to impossible to enforce non-competition agreements. You are legally allowed to earn a living without indenturing yourself to one employer.

Put this out of your mind. NCA's are routinely signed and ignored by nearly the entirety of the bay area. Even the high-profile cases involving executives/founders jumping ship and joining the competition tend to focus more on nondisclosure rather than noncompetition.

If this is another state just let us know.

jimkri
That's what I was thinking too, I am in Pennsylvania and the company is in NYC.
aosmith
That makes this a little trickier. Both of those states do not have right-to-work laws. I still doubt they will chase you down over anything you do so long as you don't start a competing business.

I've been in a similar position a few times and generally as long as you don't screw anyone over those documents mean very little, especially at an internship level.

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HeyLaughingBoy
Did they disclose anything to you that's covered by the NDA? If not, then you don't have anything to worry about. Since you didn't actually work for them, the odds of there being something you learned from them accidentally are slim to none.

I'd say forget it and get on with life. And yeah, think hard before signing anything: there's always time to think about it.

jimkri
Not that I can think of, the only time I really talked to anyone was during the interview, than I stayed for maybe 2 hours in the office doing research on what they were going to have me do.

Yea, I was just excited that a start-up wanted me, it was my first interview that went well. Its a learning experience.

icedchai
Practically speaking, don't worry about it, especially since you've never done any work for them.

Don't waste your money on a lawyer. (Many people here are overly paranoid and will tell you otherwise.)

debacle
Were you privy to any critical proprietary information?

If so, then you may be in a bind.

If not, I would email them letting them know you plan on ignoring the non-compete. Explain your reasoning.

jimkri
No, I only talked with someone during my interview, unless they consider what we talked about is critical information. Which would be a stretch because it is basic information about the industry. Otherwise I think I am in the clear. Thanks for the advice!
petervandijck
Don't worry about it.

* Unless you are starting a company in the exact same business right now.