The discipline of law continuously finds itself both a fascinating study in itself, and also a field in constant interaction with a variety of other academic arenas such as political sciences and economics, just to mention a few. The study of law is known for its intricacy, and the enormous amount of literature it has generated, in endless conscientious works of critical investigations, based on unopinionated observations of facts, systematic analysis, and resulting in clear rule sets. Of dispositive importance in that kind of work is the use of logic in the construction of the rule sets, and a thoroughly developed methodology, that allows you to make clear predictions of the outcome of new cases, based on existing ones.
Law is also a fascinating field to practice in. As a corporate lawyer that has focused largely on M&A and IP, I have the pleasure and the honor of being involved in the minutiae of a different type of fascinating projects on a daily basis, from helping with the creation of new academies, to heading an independent director service business. These types of projects are invariably intellectually and professionally stimulating. They allow one to learn something new almost everyday, and to be in contact with people of magnificent minds, half scientists half entrepreneurs, that can accept rational analysis, and drive a whole project to completion just to prove their point.
One of the things that I have to do every day, and that I try to make a good job at, is to help clients with their employment agreements, particularly those involving highly qualified professionals. The field of attorney employment agreements is no different. As in any other area of law and contract practice in general, rigorous precision is needed while drafting an attorney employment agreement. Relevant are the words of Joseph Conrad, who wrote in one of his books “I could not forget a word, no matter how I might try, and yet they conveyed a meaning of which I could not comprehend.”
What becomes of those who do not “convey a meaning of which (they) could not comprehend”, implementing the wrong mistakes while drafting these contracts, or debating the option of not implementing them at all? The answer has both academic and practical implications, in equal measure. For example, imagine if below, instead of stating the period of exclusivity of the employment relationship as “six months”, the attorney was offered a two year contract? It needs to be remembered that, as well as a human consents to (and can) break a contract, an employer can put bounds on the time period during which a human employee or employer may freely take the decision to do so.
In “Employment Agreements: Resolution of Common Issues” we will find exactly that dilemma: It is possible to state the period of exclusivity of an employment relationship between employer and employee in a company employment contract that can last for a certain period of time? Or can an employee be free, after six months, to deny a request by his employer to stay for another term? The answer is, in most cases, yes. There are, however, important caveats that need to be taken into consideration while signing an employment contract, or at least, studying the possibilities of law that they offer. In “Employment Agreements: Resolution of Common Issues” we will find exactly that exercise, i.e. a logical dissection of the co-existing possibilities of a case scenario, stated as a highly valued employee acting as an independent contractor, exclusive to a particular employer for a certain amount of time. This gives us the opportunity to state when, in particular circumstances the employee is actually free to resign, and when he may not. In every case, we will be witnessing a particular dislocation, given by the intersection of many fields, different opinions, interests and even political agendas, some of them highly charged with emotional meaning while others purely successful.
It is therefore our duty as lawyers to be aware of the possibilities that existing frameworks offer, such as shareholder agreements, employment contracts, or the general duty of good faith as it is stated in most law systems where similar principles exist, i.e. the duty of confidentiality, non-disparagement, or corporate opportunities.
For that purpose, it is always a good idea to study the academic literature, seldom found in lightly charged themes such as employment contracts. It is rewarding to study the possibilities offered by the law, and to decide the path that one wants to take as a practitioner of the discipline, where even simple, routine conventions become a matter of principal, deeply taken to heart.
Lack of precision and mistakes in drafting an employment contract can be avoided. Facts are facts, but intent is an animal that we must strive to capture in a net, torn and large though the net may be. In order to do so, we just need to take a single step: Understand the nature of the contract that we are proposing to sign. Discussion, discourse, analysis and study, backed up by academic acumen, are the ways to achieve this goal.
The Wu Group drafted the article “Employment Agreements: Resolution of Common Issues”, to explain and analyze the main issues that can arise when negotiating or drafting an attorney employment agreement, and the main solutions to those problems. The guide offers options and examples of how to confront specific issues, highlighting the type of mistakes that could result in undesired consequences if taken for granted.
For more information on employment agreements, you can visit this Wikipedia page.