Legally tied to my employers tuition retention agreement if they are sold?

My current employer paid for my MBA, and with that, I signed a tuition refund retention agreement for four years after the last tuition paid. I work in Ohio, but, the contract I signed stated "This Agreement shall be governed exclusively by and solely in accordance with the laws of the State of New York." This is the reason why I am posting the following question in the New York section.

The question that I have is if I am contractually obligated to my current company or new company owner once my division is sold? I work for a well known organization, my specific division is up for sale and will be sold by years end. The new owner will keep my current employers logo and name but that is all. Other than the naming rights and logo, my division will not longer be apart of the main corporation at all.

On the retention agreement that I signed, it is very clear that I would no longer be obligated if the business I signed the agreement with is no longer tied to the main corporation. However, what if (and they will) keep the main corporations logo and naming rights? Will I still be obligated to the retention agreement forms?

The specific paragraph that I believe is of importance is the following (I will put "XXXX" to replace my companies name):

"If your Employment is terminated due to death, business disposition or end of protected service following disability, layoff or plant closing, each as defined by XXXX in its sole discretion, at any time before or after completion of the Course, you will not be required to repay any portion of the Tuition Benefit paid under XXXX Tuition Refund Program. A business disposition is generally a transaction in which you become employed by an entity that is no longer an Affiliate of XXXX. Regardless of this provision and pursuant to the terms of the Tuition Refund Program, the reimbursement obligation of XXXX and its Affiliates will continue to cease once you are no longer an active employee or in protected service."

1 answer  |  asked Jun 10, 2018 08:08 AM [EST]  |  applies to New York

Answers (1)

V Jonas Urba
"Once you are no longer an active employee or in protected service." Are you being terminated? New York will certainly examine who chose to sever your employment relationship. Were you fired or did you quit?

If you are being fired your interpretation might? be correct although without complete evaluation of the documents referenced no one could provide you with a legal opinion upon which you might rely.

Today, many clients pay for reviews without ever meeting local counsel (i.e. on-line credit card payments for telephone consults - I represent more clients daily who I never meet in person).

You probably know why New York Law instead of Ohio Law was cited. New York has a long history of following Common Law doctrines. They include Duty of Loyalty, Faithless Servant, Quantum Meruit, among hundreds of others, which supplement codified state and federal laws. Additionally, the Long Arm Statutes which can reach out and grab someone regardless of where one resides, assuming sufficient New York contacts, are rather expedient.

Before relying upon your interpretation of an agreement which may be inaccurate you should retain counsel to review PDF e-mailed documents such as offer letters, prior and future employers' policies/procedures, employment contracts, tuition reimbursement agreements, waivers, amendments to benefits, revisions, etc...).

Please note that New York Courts have found the public policies of other states to be repulsive to those of New York State (i.e. Florida Law has been cited in at least one recent employment law case as repulsive if memory serves me correctly). It makes sense to have a skilled New York lawyer review all of your documents to advise you accordingly.

posted by V Jonas Urba  |  Jun 10, 2018 08:55 AM [EST]

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