This case involves a Massachusetts employee who signed an employment contract that includes: (1) a noncompetition clause, (2) a nonsolicitation clause, (3) a nonraiding clause, and (4) a nondisclosure clause. The employee is fired and seeks other employment in Massachusetts, but has trouble finding a job because of these clauses. She finds a new job in California in a business that does not directly compete with her prior employer but which may benefit from trade secrets she learned about at her old job. She has not yet accepted the new job but is inclined to do so. The employer presents her with a separation/settlement agreement to waive any claims that the parties may have against each other. The question is whether she should sign the agreement or bargain for different terms.
Two issues arise for the client. First, although her new job does not directly compete with the old one, it is possible she may be accused of using knowledge gained at her old job at the new job. Her old employer may consider the new job to be in violation of the non‐compete clause even though she considers it to be in a different industry. Second, the new job is located in California, which has a strong policy against enforcing non‐compete clauses in contracts. Thus the problem not only involves the question of how to negotiate with the old employer (and possibly the new employer), but the interstate/international relations among jurisdicitions with different laws, and litigation strategy (bringing declaratory judgment actions in another jurisdiction to avoid an adverse ruling in the first jurisdiction).
Table of Contents
This problem set consists of three parts:
This product contains a zip file with all of the products listed above; each file is also available for separate download to meet your individual distribution needs.
Employment law, managing clients, conflict of laws, noncompetition clauses, employment contract negotiations, litigation strategy, negotiations
Geographic: United States, Massachusetts, California
Industry: Technology, Law Firm
Event Year Begin: 2009
Watermarked Educator Copies of this product are available free of charge to educators and staff of degree-granting institutions. Please create an account or sign in as a registered educator to gain access to these materials. A teaching manual for this problem set will be available soon. If you would like to obtain a teaching manual, contact the Case Studies Program at HLSCaseStudies@law.harvard.edu or 617-495-8689.