Is an employment contract valid that offers the independent contractor no consideration?

Hi, and thanks in advance,
A good friend of mine is a tattoo artist and showed me his contract which included a non-compete clause. The contract stated all the restrictions/conditions of employment for the independent contractor (my friend) but nowhere did it mention what the artist was to receive in exchange for these conditions. Additionally, the non-compete clause simply stated that the artist couldn't work for 3 years within 70 miles of the shop.
Is a this contract even a "contract" since it offers nothing to the independent contractor?

2 answers  |  asked Mar 19, 2011 7:40 PM [EST]  |  applies to Pennsylvania

Answers (2)

Christopher Ezold
Before I respond to your inquiry, I must state that we have not spoken, I have not reviewed the relevant documents and facts, and I do not represent you. Therefore, my discussion below is not a legal opinion, but is informational only. Finally, my discussion applies only to issues to which Pennsylvania or Federal law apply, unless otherwise specified.

That being said, 'employment' is generally considered appropriate compensation for a noncompetition agreement. However, 'continued employment' is generally NOT sufficient compensation in Pennsylvania for a noncompetition agreement.

Furthermore, if your friend is an 'independent contractor' and not an employee, the noncompetition agreement may not be valid at all. Generally, a noncompetition agreement must be ancillary to an employment agreement, or the agreement for the sale of a business, before it is enforceable. The courts in Pennsylvania are not uniform in how they address this issue, however - some won't enforce against an independent contractor, some will if the independent contractor was recently and employee, and some will enforce it regardless. The facts of the situation are critical to this analysis.

If you would like to discuss this matter further, please feel free to contact me at the below address(es) or number.

/Christopher E. Ezold/
Chair of the Board,
Magellan Leadership Group

The Ezold Law Firm, P.C.
One Belmont Avenue,
Suite 501
Bala Cynwyd, PA 19004
(610) 660-5585

posted by Christopher Ezold  |  Mar 21, 2011 09:22 AM [EST]
Doris Dabrowski
There must be consideration for a valid contract. It could be an agreement to pay for services to be provided by the other party to the contract. The scope of the restriction on competition must be reasonable in light of the interests to be protected.
Your friend should seek legal advice about the particulars of the contract.

In this Q&A format, I can only provide general statements of legal principles.

posted by Doris Dabrowski  |  Mar 20, 2011 07:53 AM [EST]

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