To be avoided at all costs! Your credibility and reputation depend on avoiding even the hint of a conflict of interest.
Your primary responsibility is to your client. Period. No ifs — ands — or buts. Keep your mouth shut about their business, and protect their proprietary information. If something just doesn’t feel right, then don’t do it. This includes even simple things like using client office supplies, or worse, padding time or travel expenses.
What about Nondisclosure (NDA) Agreements? We regularly sign standard NDAs, and treat clients who don’t request them as if they have one. By standard agreements, we mean those that simply limit disclosures of proprietary information for a limited amount of time (typically 1-3 years.) Data already known or in the public domain is excluded.
If you don’t like the terms, modify them. Don’t make this a confrontation — just be professional. But do have everything in order before you proceed with your efforts
What about Non-Compete Agreements? We do NOT sign them. If we only agreed to work for one computer company, one medical company, etc… we’d soon be out of business. We also do not sign patent terms, agreeing to give up patent rights, etc. Sometimes a lawyer may try to include those terms, but we simply cross them out before signing any agreement.
Most of our consultations are short term. The non-compete/patent issues might be appropriate for a long term contract. If faced with this issue, have your lawyer review any contract first. He or she will probably include some reasonable limitations.
- We’ve never lost business over these administrative issues. Once had a case, however, where a small company lawyer was pushing hard for a non-compete. He insinuated perhaps I had something to hide. My comment to the engineering manager – “Well, if your lawyer is so smart, perhaps he can fix your problem.” Incidentally, I got the job after the young hot-shot was overruled.
What about part-time consulting? This adds extra concerns. In addition to client issues, you should avoid consulting for your company’s customers, competitors, or suppliers. You also need to avoid using your company’s resources or working on company time.
An acid test for part time consulting is to ask yourself, “What would I feel if confronted by the president of my company?” If you can honestly say it is none of the company’s business what you do with my your free time, you are on a solid ethical footing.
If you have singed an employment contract that prohibits outside activities, however, you may be stuck. Unfortunately, many companies today (large and small) think they own you 24/7. You may want to review any agreements with your lawyer. Nevertheless, any outside consulting may jeopardize your full time job, regardless of the legal status. So tread carefully.
One final piece of part-time advice. Keep a low profile with your outside activities. Office politics and petty jealousies can and do cause problems. We’ve seen it happen — enough said.
The bottom line — be ethical! Trust and reputation are fragile. The test is simple — if your actions might embarrass you with your client (or your mother), then don’t do it!
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