SAFEGUARDS AT WORKsimple legal steps to limit your contingent workforce risk

Elizabeth Aitken

AssociateEmployment, Industrial Relations & Safety Law

What?• Confidential Information• Intellectual Property• Customer relationships

Why?• Valuable commercial resources• Case examples of fall out

How?

• Safeguards throughout the contingent lifecycle:• Engagement with supplier / user / contractor• On-boarding• Off-boarding

CONFIDENTIAL INFORMATION

INTELLECTUAL PROPERTY

CUSTOMER RELATIONSHIPS

CONTINGENT WORKFORCE

Provider

UserWorker

commercial contract

employment contract

performance of work

(labour hire - no contract)

CONTINGENT LIFECYCLE

Supplier/host/ contractor engagement

On-boarding

Off-boarding

1: SUPPLIER/HOST/CONTRACTOR ENGAGEMENT

TF Industrial Pty Ltd v Career Tech Pty Ltd & Anor

Define it

Contractual Terms

EXAMPLE SHORT-FORM

For purposes of this Agreement, "Confidential Information" shall mean:

• all trade secrets, proprietary and other information that is disclosed to or acquired by me during or in the course of my engagement that relates to the business of the Principal and is not generally available to the public, or generally known in the [insert] industry;

• customers' identities and requirements, customer lists, suppliers' identities and products, pricing information, product price discount information, manufacturing processes and procedures, new product research, financial information not generally available to the public, and other non public information; and

• any techniques, know how, processes or combinations thereof, or compilations of information, records and specifications, utilized or owned by the Principal, development, marketing, pricing, business methods, strategies, financial or other analyses, policies or business opportunities.

Define it

Use & Disclosure

Contractual Terms

Define it

Use & Disclosure

Conclusion of engagement

Contractual Terms

Define it

Use & Disclosure

Conclusion of engagement

Consequences of breach

Contractual Terms

RESTRAINT OF TRADE

“Reasonable”

Specified period

Specified location

Legitimate business interest

Restricted Activities

Within the following Restraint Area:

Within the following Restraint Period:

Australia NSW

Metropolitan

Sydney

Cascading restraint

12 months

6 months

3 months

The Employee covenants with the Employer that the Employee will not carry on or be engaged, concerned or interested, directly or indirectly, in the capacity specified in para (A) in the business specified in para (B) within the area specified in para (C) for the period specified in para (D).(A) As:

(i) sole trader;(ii) partner;(iii) director or shareholder;(iv) manager;(v) employee;(vi) agent; or(vii) consultant.

(B) The supply of foods of a similar kind to the business of the employer(i) Sale by wholesale of frozen foods…(iv) Sale by wholesale of fresh produce(v) Sale by wholesale of meat(vi) Sale by wholesale of seafood…(xi) Sale of fresh food products in competition with the employer…(xiv) Sale of any food product in competition with the employer…

(C) Within the following areas:(i) the Telstra 0362 area as defined at the commencement date of this contract….(v) 100 kilometres of the Launceston Post Office…(vii) 100 kilometres of the Burnie Post Office…(ix) 100 kilometres of the Hobart Post Office(xi) 100 kilometres of the Devonport Post Office...(xiii) 100 kilometres of the Queenstown Post Office

(D) During the period after leaving this employment by the Employer: as specified in the schedule at Item 8.

THE FLIP SIDE

2: ON-BOARDING

NON-DISCLOSURE AGREEMENT

3: OFF-BOARDING

REMEDIES

*Disclaimer of liability

Elizabeth Aitken

AssociateEmployment, Industrial Relations & Safety Law(03) 9602 9708Elizabeth_Aitken@tresscox.com.au

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