Relay-Version: version B 2.10 5/3/83; site utzoo.UUCP Posting-Version: version B 2.10.1 6/24/83; site mit-eddie.UUCP Path: utzoo!watmath!clyde!burl!ulysses!mhuxl!ihnp4!mit-eddie!smh From: smh@mit-eddie.UUCP (Steven M. Haflich) Newsgroups: net.legal,net.jobs Subject: Re: Employment Contract Message-ID: <2026@mit-eddie.UUCP> Date: Mon, 4-Jun-84 15:09:08 EDT Article-I.D.: mit-eddi.2026 Posted: Mon Jun 4 15:09:08 1984 Date-Received: Wed, 6-Jun-84 04:30:13 EDT References: <334@ut-sally.UUCP> <862@sdcsvax.UUCP> Organization: MIT, Cambridge, MA Lines: 54 Preface: I am not a lawyer. Therefore anyone who takes this advice deserves what he gets :-). The proposed agreement is ludicrous. The clauses near the end almost acknowledge that the agreement *might* be fundamentally flawed and therefore unenforcable in whole or part. The humor of the company's proposal is that any resolution by a court of proper jurisdiction would almost certainly require much longer than the period of restriction, and could possibly cost you more than the year's salary in question -- unless someone like ACLU picked up the case. Now, the proposed "contract" as you have explained it does not quite seem a real contract because only one side (you) covenants anything of value; I am unqualified to decide whether continued employment would properly qualify as something of value from your employer. However, I know one thing about *good* contracts: they cover all reasonably expectable contingencies and are not, as this one seems to be, designed from the beginning to end up in court. Inasmuch as this agreement admits to its internal flaws, and therefore that one or both sides *expect* to be unwilling to satisfy with the terms, and that it will become necessary to resolve matters in court, it just isn't a "contract" spelling out agreed future performance by both sides. This might be sufficient to make a court just throw the whole thing right out. As others have advised, YOU NEED A LAWYER. But before assuming the considerable expense of retaining one -- remember, you really want a specialist who is well versed in this particular area, as it is apparently still quite fluid and undergoing interpretation -- allow me to suggest a couple (probably) harmless strategies which could lay the matter to rest more cheaply: Tell the company: "This `contract', if indeed it is one, asks me to covenant relinquishing considerable freedoms. I obviously need a lawyer to represent my interests. Since it is a condition of employment, I assume the company is willing to pay my expenses in this matter?" By analogy, you would hardly be expected to pay for a company-required medical exam prior to employment. If that doesn't shut them up, try explaining reasonably what terms you will suggest to the lawyer: The company would have the *option* of exercising the agreement when and if you leave. (The point may be moot if you decide to work in an unrelated area.) If they exercise the agreement, they should *at least* continue giving you your salary with *all* benefits, and perhaps a little more to cover your lost currency in the field. This last is only reasonable. But if they refuse to be reasonable, then I'd play safe and kiss the turkeys goodbye ASAP! If you want to have fun with them, of course, you could first try pointing out how unreasonable the contract appears from your side of the fence by emending it to be symmetrical: When you finally part with the company, preclude *them* for one year from doing work in Unix(r), or programming in C, or communications, or ... Sauce for the goose ... Steve Haflich, MIT