SimplyHR | Employment & Labor Blog 

Buyer beware as the asset protection afforded by non-disclosure and non-solicitation agreements signed by prospective purchasers may not survive the sale. This issue was addressed in a recent federal decision in Illinois offering some cautionary reminders for business buyers. In this case, Keywell LLC (“Keywell”) sought to sell its assets. Croniment Holdings, Inc. (“Croniment”), a bidder for Keywell’s assets, signed a non-disclosure agreement (the “NDA”) which prohibited Croniment from disclosing Keywell confidential information and prohibited Croniment from hiring any of Keywell’s employees with whom Croniment came into contact during negotiations. Keywell and Croniment entered into an asset purchase agreement by which Croniment would serve as the stalking horse bid for Keywell’s assets in bankruptcy.

Facebook, Twitter, Instagram - what better way to announce an unexpected European vacation to your friends? That is, unless the funds used for the trip are the proceeds of a settlement agreement containing a confidentiality provision. In that case, according to a Florida court, social media is definitely not your friend (Gulliver School, Inc. v. Snay, 2014 51911, Fl. Dist. Ct. App., 2/26/14).