Confidentiality, Non-Solicitation, and Non-Compete Agreements

Comprehensive Legal Services for Transportation & Logistics Companies

Confidentiality agreements, non-solicitation agreements, and non-compete agreements are different kinds of restrictive covenants that are used in the transportation and logistics industry. These contracts are intended to help companies protect legitimate business interests by restricting the post-employment activities of a worker when an employment relationship ends. But to be enforceable, the post-employment restrictions placed on an employee must be reasonable.

Restrictive covenants used by transportation and logistics companies typically fall into three categories: confidentiality agreements, non-solicitation agreements, and non-compete agreements.

The Georgia Restrictive Covenants Act governs restrictive covenants that were entered into after May 2011. It limits the use of these agreements to certain types of employees and provides employers and employees with predictability about the enforceability of a confidentiality, non-solicitation, or non-compete agreement.

The attorneys at Mitchell-Handschuh Law Group, LLC have extensive experience assisting our clients in the transportation and logistics industry by providing legal advice about and reviewing, drafting, and litigating restrictive covenants. Our lawyers routinely write contracts with restrictive covenants. We also review restrictive covenant to identify potential issues and work to resolve them, anticipate claims, and pursue resolutions that are favorable to our clients.

Confidentiality Agreements Protect Data and Information

A confidentiality agreement can be used to enforce the nondisclosure of confidential information that is known by a former employee but not necessarily written down. That nondisclosure requirement can apply during the employment relationship and after it ends.

The Georgia Restrictive Covenants Act defines “Confidential information” as “data and information:

1. Relating to the business of the employer, regardless of whether the data or information constitutes a trade secret...;
2. Disclosed to the employee or of which the employee became aware of as a consequence of the employee's relationship with the employer;
3. Having value to the employer;
4. Not generally known to competitors of the employer; and
5. Which includes trade secrets, methods of operation, names of customers, price lists, financial information and projections, route books, personnel data, and similar information.”

Examples of confidential information include:

• Written or electronically stored customers lists that are not readily available to the public
• Freight charge data
• Freight lanes
• Employee lists
• Independent contractor lists
• Motor Carrier lists
• Vendor lists

Whether you are a company that needs to enforce a confidentiality agreement or an employee accused of violating one, the attorneys at Mitchell-Handschuh Law Group can help. We draft restrictive covenants on behalf of our clients in the transportation and logistics industry, represent plaintiffs and defendants who are subject to a confidentiality agreement, and understand the unique and specific strategies that must be applied based on the nature of the claim at issue.

Non-Solicitation Agreements

Employees working in transportation and logistics often meet and interact with customers, drivers, and employees of other companies. These employees may have access to customer lists, pricing data, and other sensitive information which, if used improperly, could do significant damage to a company’s legitimate business interests. A well-drafted non-solicitation agreement will allow an employee to find work in the transportation and logistics industry without doing damage to the business interests of a former employer.

A non-solicitation agreement is less restrictive than a non-compete agreement, and is intended to allow an employee to continue working in the transportation and logistics industry but prevents them from soliciting a former employer’s customers or carriers.

But a poorly drafted non-solicitation agreement can go too far and prevent a former employee from finding work in the industry altogether.

The importance of a well-drafted non-solicitation agreement cannot be understated. An experienced transportation and logistics attorney can prepare a non-solicitation agreement that will protect a transportation and logistics company’s legitimate business interests without being so over-broad as to be rendered unenforceable. By adhering to Georgia’s 2011 Restrictive Covenant Act, employers and employees gain a sense of predictability about what the agreement does and does not allow.

Non-Compete Agreements

Transportation and logistics companies may draft a non-compete agreement to protect their legitimate business interests. But they might also consider hiring workers who are subject to non-compete agreements drafted by competitors. Regardless of which side of the case a transportation and logistics company is on, the ultimate question when it comes to a non-compete agreement will be: “Is this enforceable?”

Enforcement problems typically arise when a company over-reaches and has an employee sign a non-compete agreement that is more broad than necessary to protect a legitimate business interest. Common examples of an over-broad (and therefore unenforceable) non-compete agreement include:

• Having all employees sign a non-compete agreement, rather than limiting the non-compete agreement to employees who have access to confidential information or deal with customer relationships
• A non-compete agreement that is overly broad in terms of geographic scope, length of time, or services or products covered
• Using a broad non-compete agreement when a more narrowly tailored non-solicitation agreement would suffice
• Prohibiting an employee from working for a competitor in any capacity

The Georgia Restrictive Covenants Act allows Georgia courts to modify a non-compete agreement that would otherwise be void and unenforceable in a way that does not make the agreement more restrictive with regard to the employee than as originally drafted by the parties.

The Act also identifies restrictions in a non-compete agreement that are presumed to be reasonable. By drafting a non-compete agreement that conforms with the statute, employers and employees alike gain a measure of certainty that the agreement will be enforced.

The experienced attorneys at Mitchell-Handschuh Law Group can review a non-compete agreement and offer advice on whether the agreement is enforceable, or draft a new agreement that will comply with applicable Georgia law.

Legal Advice for Transportation & Logistics Companies in Atlanta, Georgia

At Mitchell-Handschuh Law Group, our attorneys work with transportation and logistics companies and their employees in matters involving the protection of confidential information. We have extensive experience representing businesses and employees in the transportation and logistics industry, and welcome questions about how we can help. We are pleased to assist clients in Metro Atlanta, throughout the State of Georgia, and across the country.

Learn more about our firm and our attorneys, then contact us by calling (404) 262-9488 or using our online contact form.