Contracter issue. Taken customers from database of company I was contracted to.

[Tasha Gabriel]

Hi!
I was contracted to a company to run training for them. There was no written contract. When I was there I was given access to the companies database to use for advertising and emailing so to generate business. I have since left and the database has grown somewhat since I brought customers in through training. I am now using the database in my new business and the owners of that company are threatening legal action. Where do I stand here?????

 

[Tim W]

Basically, you've stolen their property
and have used it for your own commercial gain.
So yes, you do have a problem.

 

[Rod]

I agree with Tim.

 

[Clancy]

I suppose the OP is asking because he did not sign a confidentiality agreement?

So then the question is, if you did not contract with an employee what is confidential, then can you later say "stop using our confidential information"?

 

[Rod]

You don't need a confidentiality agreement when property is protected by IP. It helps, but is not essential.

 

[Clancy]

You don't need a confidentiality agreement when property is protected by IP. It helps, but is not essential.

Well that's confusing.... "you don't need it/but it helps" ? That suggests some kind of weakness in the primary law that needs helping?

 

[Rod]

Not confusing to me Good luck getting the judges to change well established legal principles.

 

[Tim W]

I suppose the OP is asking because he did not sign a confidentiality agreement?

So then the question is, if you did not contract with an employee what is confidential, then can you later say "stop using our confidential information"?

Nah.
This is not one of those times where "Well, it doesn't say you can't." will have any weight as a defence.

A formal confidentiality agreement is redundant - pretty much any court will find such a term implied in any contract of this type..
What you'll find is that, express term or not, it's part of the general duty of an employee to keep business material/ information/ content/. records/ secrets etc confidential.

That's equally true of contractors (and, indeed, of sham contractors).
Not only will it be implied into any purported contract (whether the terms are ever written down or not),
it will also be found to apply at common law.

And that's before we get into IP 101 stuff like breach of copyright by making
an infringing copy of the data, and the unjust enrichment derived from unlawful use of the data.

 

[Clancy]

Nah.
This is not one of those times where "Well, it doesn't say you can't." will have any weight as a defence.

A formal confidentiality agreement is redundant - pretty much any court will find such a term implied in any contract of this type..
What you'll find is that, express term or not, it's part of the general duty of an employee to keep business material/ information/ content/. records/ secrets etc confidential.

That's equally true of contractors (and, indeed, of sham contractors).
Not only will it be implied into any purported contract (whether the terms are ever written down or not),
it will also be found to apply at common law.

And that's before we get into IP 101 stuff like breach of copyright by making
an infringing copy of the data, and the unjust enrichment derived from unlawful use of the data.

A formal confidentiality agreement is redundant? Ok that's interesting to know!

 

[Rod]

A formal confidentiality agreement is redundant?

In context - Employer and employee/contractor. Business to business is different.