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Law Educator, Esq.
Law Educator, Esq., Attorney
Category: Employment Law
Satisfied Customers: 116780
Experience:  20+ Years of Employment Law Experience
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I have worked Subchapter S company last 24 years. Through my

Customer Question

I have worked for a Subchapter S company for the last 24 years. Through my efforts, the company is now in a position to be acquired for approximately 20 million Dollars. More than 15 years ago, when we saw the interest many companies had in what we do, I told the person who I've worked for, for the entire 24 years, at some point, when an acquisition occurs, I wanted one million dollars. When the present acquisition began, I had a meeting with him to discuss the various acquisition meetings we would be involved in and reinforced I wanted something for my efforts, which there is no doubt, inevitably led his company to this success. He asked me to put my request on paper and send it to him, which I did. My question is, even though I have nothing on paper as an agreement to this, his asking me to put my request on paper, and further acknowledging verbally, he would do all he could and if up to him, he believes I deserve it, does he have any responsibility to: 1) Follow through to any degree or 2) Disclose my request to the perspective purchaser of the company?
Submitted: 1 year ago.
Category: Employment Law
Expert:  Law Educator, Esq. replied 1 year ago.

Thank you for your question. I look forward to working with you to provide you the information you are seeking for educational purposes only.

I am afraid that an oral agreement of this nature, future payment upon happening of a condition, is not valid pursuant to the statute of frauds. This type of agreement must be in writing signed by the parties to be enforceable in court.

If you put the request on on paper and he signs the agreement then it would be enforceable, but until the agreement is on paper and signed, you have no agreement to the terms of this agreement. He does not have to disclose the agreement to the buyer, but once it is in writing and signed it is enforceable between you and the owner.

Customer: replied 1 year ago.
I tried to follow up after this response, but the website password ***** has delayed us until now. I understand the issue regarding oral agreement vs. written contract, etc. My follow up was, since he is not by law obligated to follow through with the "requested" request, am I at liberty to bring this up to the perspective purchaser of the company during talks they will have with me regarding my employment. I realize they have no responsibility to fulfill the request, but it is certainly possible they will not want to leave something like this unresolved. They might ask my present employer to resolve the issue before completing the acquisition. What is my liability by bringing it up?
Expert:  Law Educator, Esq. replied 1 year ago.

I am sorry to hear you had issues with the site. As the experts on this site are not employees, we too have such issues and we know how you feel.

If you bring this up to the purchaser, as there is no valid written contract, if it impairs or hurts the sale in any way you could be sued for tortious interference with contractual relations and the company could see damages from you if it causes them to lose a sale.

Customer: replied 1 year ago.
1) There is one other major employee which is in a similar situation. Even though we have no written contract, we were asked in front of others at a dinner he invited us to, to send him our request. 2) Regarding seeking employment at the company which was the initial company in acquisition talks with our company, while I understand, most likely the NDA had a clause so "they" could not seek the employees from our company, can I approach them for employment. I have no contract.
Expert:  Law Educator, Esq. replied 1 year ago.
Thank you for your reply.
So you can send in your request, but that does not mean the owner has to agree to it, that is all I was saying.
If you have no contract and no non-compete or NDA, sure you can approach them for employment.
Customer: replied 1 year ago.
I have no contract and no non-compete. The NDA was agreed upon between the perspective purchaser of our company and our company. Again, I have no contract or non-compete. My question is, even though the perspective purchasing company was party to the NDA and I would believe they would not initiate contact with me about employment, would that prohibit them from talking with me if I initiate the contact?
Expert:  Law Educator, Esq. replied 1 year ago.

Thank you for your reply.

So that is what I said above, if you have neither, you can ask for employment.

You can initiate contact, but they may refuse to discuss with you because of the NDA.

Customer: replied 1 year ago.
One more question, please. In your opinion or experience, would it be inappropriate for me to ask them if they can discuss an employment opportunity with me?
Expert:  Law Educator, Esq. replied 1 year ago.

Thank you for your reply.

No it would not be inappropriate for you to ask them about employment, even though their NDA may prevent them from doing so right now.

Customer: replied 1 year ago.
Thank you.
Expert:  Law Educator, Esq. replied 1 year ago.
Thank you.
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