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by dctoedt
3953 days ago
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Another corporate and IP attorney here. DannyBee's view is held by many, many attorneys, me included. (Nit & rant on DannyBee's comment: In the legal context, I wish people would stop using the colloquialism verbal agreement as if it meant only oral agreements and excluded written agreements. The primary meaning of the word verbal is "of, relating to, or consisting of words," from the Latin verbum, word [1]. A non-verbal agreement might be one that is reached, e.g., by sign language; by raised eyebrows and nodded heads, as long-time married couples sometimes do; or by other gestures.) [1] http://www.merriam-webster.com/dictionary/verbal |
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This is all beside the point. The central point is that an at-will employment agreement, reduced to writing or otherwise (NB: in NY State, it is explicitly the case that a contract regarding employment must be in writing if it is of an indefinite term, else it violates our statute of frauds - this has been dealt with affirmatively by the court of appeals) is definitionally terminable for any reason or no reason, at any time, without notice. In this regard, it is a type of adhesion agreement, and acceptance of each payment of consideration acts as a renewal of the agreement. As a result, its terms may be changed, at any time, by either party, where payment and acceptance of consideration acts as ratification of those terms, so long as the terms are not explicitly illegal.
This was my point. And that is the way this decision came out. It is 100% unproblematic.
Feel free to debate the semantics of whether an "employment agreement" means any contract relating to employment (is an NDA an employment agreement? What about an offer letter?) or if it can also mean a fixed or minimum term agreement (NB2: I've been involved in many labor disputes and maybe the use of "employment agreement" is dealt with as conceptually separate from "at will employment" more frequently by labor lawyers - I know that the labor lawyers I have worked with don't seem to use the two phrases interchangeably). It is not what I was arguing at all. And DannyBee got it wrong, explicitly. The judge explicitly limited the discussion to at-will employment.
To put it another way: this decision should only be surprising to someone who doesn't know about at-will employment or standard american employment practices. Having overseen the contentious separation of a dozen high level executives at my various clients, and having overseen the "employment agreements" (both at will and for fixed terms, just to be clear) for many, many dozens more, I can assure you, this decision, even if it were issued in New York, doesn't change my practice one iota.