Introduction to Employment Agreements Navigating the world of employment agreements can feel like a maze. For many employees, this document is more than just a formal piece of paper; it outlines your work life and sets expectations for both parties involved. Whether you’re stepping into a new role or transitioning within your career, understanding what’s […]
Category: Contracts
The Art of Negotiating Executive Severance Packages
Are you an executive navigating the complexities of severance packages? Negotiating your way through this pivotal moment in your career can be both daunting and empowering. Understanding the art of negotiating executive severance packages is essential to ensure a fair deal that aligns with your worth and contributions. Join us as we delve into strategies, […]
New California requirements for employment separation agreements
(A) It is an unlawful employment practice for an employer or former employer to include in any agreement related to an employee’s separation from employment any provision that prohibits the disclosure of information about unlawful acts in the workplace. (B) A nondisparagement or other contractual provision that restricts an employee’s ability to disclose information related to conditions […]
Economic Duress and Equitable Estoppel
13340 MDR LLC v. PREFERRED BANK, Cal: Court of Appeal, 2nd Appellate Dist., 5th Div. 2019 A claim of economic duress often arises when a party is attempting to avoid a contract modification or a settlement and release. (Rich & Whillock, Inc. v. Ashton Development, Inc. (1984) 157 Cal.App.3d 1154, 1158.) The party asserting duress need […]
Substantive unconscionability in the context of an arbitration agreement
TAMANAHA v. DroneBASE, INC., Cal: Court of Appeal, 2nd Appellate Dist., 3rd Div. 2022 We begin by reviewing general principles of unconscionability. “`One common formulation of unconscionability is that it refers to “`an absence of meaningful choice on the part of one of the parties together with contract terms which are unreasonably favorable to the […]
Colorado’s new non-compete / confidentiality agreement law
Effective August 10, 2022 Section 8-2-113 – Unlawful to intimidate worker – agreement not to compete – prohibition – exceptions – notice – definition (1)Legislative intent. The general assembly intends to preserve existing state and federal case law in effect before the effective date of this act that: (a) Defines what counts as a covenant not to […]
Fraud in the inducement to enter into a contract
“The elements of fraud are (a) a misrepresentation (false representation, concealment, or nondisclosure); (b) scienter or knowledge of its falsity; (c) intent to induce reliance; (d) justifiable reliance; and (e) resulting damage.” (Hinesley v. Oakshade Town Center (2005) 135 Cal.App.4th 289, 294.) “Fraud in the inducement is a subset of the tort of fraud.” (Ibid.) Fraud […]
Impossibility of contractual performance
To excuse compliance with a contractual term, “the impossibility of performance must attach to the nature of the thing to be done and not to the inability of the obligor to do it.” (Hensler v. City of Los Angeles (1954) 124 Cal.App.2d 71, 83 (Hensler).) Impossibility means not only strict impossibility, but also “`impracticability because of […]
Promissory estoppel
The Restatement Second of Contracts, section 90 (hereafter Restatement section 90), subdivision (1) provides as follows concerning claims for promissory estoppel: “A promise which the promisor should reasonably expect to induce action or 905*905 forbearance on the part of the promisee or a third person and which does induce such action or forbearance is binding if injustice […]
Employee benefit plans – Rule 701
Per the SEC Rule 701 exempts certain sales of securities made to compensate employees, consultants and advisors. This exemption is not available to Exchange Act reporting companies. A company can sell at least $1 million of securities under this exemption, regardless of its size. A company can sell even more if it satisfies certain formulas based on […]