Is a Non-Compete Clause in an Accepted Job Offer Document Legally Binding
My question involves labor and employment law for the state of: NJ
I recently received a job offer in NJ. The company has some trade secret technology. It includes a statement similar to the one below:
Your employment with the Company is for an indefinite term and nothing in this letter modifies
your at-will employment relationship with the Company. Further, your employment will also be
subject to the Company’s “Personnel Policies,” your entry into a
Confidentiality, Invention Assignment and Non-Competition Agreement in the form separately
provided to you, and Company’s general satisfaction with your work performance. You may
terminate your employment with the company for any reason with a written notice.
Additionally, Company may terminate your employment, for any reason, upon written notice.
I have not seen the Personnel Policies, Confidentiality, Invention Assignment, and Non-Compete.
1. is signing the 2-page offer legally binding? For example, if I decide to take another job offer, is the Non-Compete of the 1st job activated?
2. The Company wants me to sign this document ASAP. Should I not sign the offer until I review the Non-Compete?
3. If I review the terms of the Non-Compete, and it doesn't seem reasonable, is it negotiable?
4. If the Non-Compete says I can get compensation for work time loss, will this clause stay in place if I am fired, or the Company gets purchased?
5. What constitutes "working in the same industry"? For example, if the 1st Company is in medical devices (heart treatment), is employment in a 2nd new medical device company (for lung treatment) a breach of the Non-Compete because it is also a medical device company? I have never read a Non-Compete so I am not sure what to expect.
Thanks in advance!
Re: Is Signing 2-Page Job Offer Legally Binding (Non-Compete)
[QUOTE=kakashi;1112031]My question involves labor and employment law for the state of: NJ
I recently received a job offer in NJ. The company has some trade secret technology. It includes a statement similar to the one below:
Your employment with the Company is for an indefinite term and nothing in this letter modifies
your at-will employment relationship with the Company. Further, your employment will also be
subject to the Company’s “Personnel Policies and Procedures,” your entry into a
Confidentiality, Invention Assignment and Non-Competition Agreement in the form separately
provided to you, and Company’s general satisfaction with your work performance. You may
terminate your employment with the company for any reason with a written notice.
Additionally, Company may terminate your employment, for any reason, upon written notice.
I have not seen the Personnel Policies and Procedures, Confidentiality, Invention Assignment, and Non-Compete.
Quote:
1. is signing the 2-page offer legally binding? For example, if I decide to take another job offer, is the Non-Compete of the 1st job activated?
that would require a review of the actual document. You would need to hire a lawyer to do that for you. If the employer believes it is binding is just as important as they could sue based on such a belief, whether it is actuslly binding or not.
But to the specific question regarding the non-compete: if you have not signed their non-compete agreement, well, it’s hard to enforce a contract you haven’t signed. The statement you typed says you would be required to enter into said agreements which says, to me, that even they do not see you as having entered into any of the mentioned agreements by signing the offer.
Quote:
2. The Company wants me to sign this document ASAP. Should I not sign the offer until I review the Non-Compete?
that is a personal decision. Personally I try to avoid agreeing to ambiguous terms. I would want to review the documents referred to prior to moving forward. In your paraphrased rendition of the offer it states the documents have been provided to you. If that statement is actually in the offer letter and they have not been included, i suggest you inform the employer that you have not been provided said documents and request the be provided.
Quote:
3. If I review the terms of the Non-Compete, and it doesn't seem reasonable, is it negotiable?
again, not a legal question but rather one of asking if the employer will do something. Only the employer could tell you if the terms are negotiable.
Quote:
4. If the Non-Compete says I can get compensation for work time loss, will this clause stay in place if I am fired, or the Company gets purchased?
the terms of the contract control the contract. You would have to read the specific document to know what terms is may include.
Quote:
5. What constitutes "working in the same industry"? For example, if the 1st Company is in medical devices (heart treatment), is employment in a 2nd new medical device company (for lung treatment) a breach of the Non-Compete because it is also a medical device company?
Somewhat open to interpretation so it would be wise to discuss the intent of the statement with the prospective employer.
Re: Is Signing 2-Page Job Offer Legally Binding (Non-Compete)
Quote:
Quoting
kakashi
2. The Company wants me to sign this document ASAP. Should I not sign the offer until I review the Non-Compete?
You're asking strangers to speculate and you've provided nothing about the position, the salary, who's courting who, etc.
I can tell you this.
I would not sign anything without a thorough review of the Personnel Policies, Confidentiality, Invention Assignment, and Non-Compete.
And if this is a high income job where your skills are in demand, I would have a lawyer do my negotiating if I had any leverage at all.
Just understand that non-competes are deadly and can keep you unemployable for 6 months to a year, or more, in your profession. Be very careful.
Re: Is Signing 2-Page Job Offer Legally Binding (Non-Compete)
You always have to have a local attorney actually READ the entire document to see what it says. Contract law cannot make labor law go away, but it can create additional obligations that would not otherwise exist.
Past that non-disclosure agreements are mostly legal and non-compete agreements are mostly legally complicated and problematic. NCAs are very specific to the exact wording of the agreement (which no one on this website has read), plus the laws of your specific state(s), plus related court cases which tend to be very jurisdiction specific. There are no easy answers to be found on line for NCA.