Employer asking me to sign contract when I'm leaving

Timewarp

I've been with my current employer quite a long time (12+ years).

I've never actually signed an employment contract though. They did try and get me to sign one a few years ago, but I pointed out some clauses I wasn't happy with and they never got back to me with a copy I was fully happy with.

They only came back to me once after 6 months with some slight amends, and after I queried that I never heard about it again. That was until a new director came aboard and bought into the business. As Ops Director one of his tasks was to get everyone to sign.

I had a meeting with him and he came up with reasons why the contract should be left as is, bar a couple of minor amends I managed to get through. In the time between him amending it, I managed to secure another position.

However, now in my notice period he wants me to sign the previous contract even though there is no advantage to myself for doing so. His reason? In case of due diligence being applied by a potential buyer of the business, he doesn't want my non-signing of the contract to come up as a red flag.

Is this a legitimate reason? Is there any reason for me to sign or should I refuse, or ask for a copy of the contract that doesn't reduce my rights after I have left (e.g. the non compete and non solicitation clauses for example)?

Undervalued

Whether you sign a contract of employment or not is largely irrelevant. For virtually all purposes turning up, working and getting paid establishes a contract on the offered terms.

The only exception to this would be any terms which are clearly still being discussed. Technically you should have indicated that you were working "under protest" regarding those terms.

Ultimately they cannot make you sign anything!

Timewarp

Undervalued wrote: »

The only exception to this would be any terms which are clearly still being discussed. Technically you should have indicated that you were working "under protest" regarding those terms.

Yes, they were being discussed as far as I knew, just that they didn't get back to me for 6 or 12 months at a time.

Undervalued

Timewarp wrote: »

Yes, they were being discussed as far as I knew, just that they didn't get back to me for 6 or 12 months at a time.

If it came to a dispute I very much doubt that would have been sufficient and you would have been deemed to have accepted the contract.

As I said to do otherwise you need to have actively rejected the offered terms and be working under protest.

Anyway, that is largely academic as you are leaving. The can't force you to sign anything but they can of course play difficult regarding final pay, references etc. OK you could probably sue them for anything you are owed but do you really want to go down that route? You cannot force them to give you a decent reference (or any reference at all) so keep that in mind.

Timewarp

Undervalued wrote: »

Anyway, that is largely academic as you are leaving. The can't force you to sign anything but they can of course play difficult regarding final pay, references etc. OK you could probably sue them for anything you are owed but do you really want to go down that route? You cannot force them to give you a decent reference (or any reference at all) so keep that in mind.

I'm leaving next week after 3 months' notice, so I'm assuming my references have already gone through and they'll only owe me a few days pay at worst.

I can't see their motivation for me signing it - why would a buyer want to look at previous employees?

Thanks btw.

steampowered

Yes, this is a legitimate reason. A potential investor or purchaser into the business would usually review the employment contracts the company has in place, and may query why particular contracts have not been provided or have not been signed.

Although to be honest with you it is very unlikely that an unsigned contract for a former employee would be noticed. And they can't force you to sign it.

The only situation in which an investor would realistically care about an unsigned contract is a situation where you might have developed intellectual property during your employment - this is because in some instances (e.g. software developers), the IP will vest in the employee who developed it rather than their employer (even if the IP was developed during the course of employment). For most people though it doesn't really matter as most people aren't really developing IP.

It may be worth cooperating and signing just to keep your bridges and get a reference. But I wouldn't agree to be bound by any more onerous non-solicitation or non-compete clauses than you have at the moment. If this is an issue they can insert the non-compete etc. clauses from your previous contract into their new format.

Timewarp

steampowered wrote: »

The only situation in which an investor would realistically care about an unsigned contract is a situation where you might have developed intellectual property during your employment - this is because in some instances (e.g. software developers), the IP will vest in the employee who developed it rather than their employer (even if the IP was developed during the course of employment). For most people though it doesn't really matter as most people aren't really developing IP.

It may be worth cooperating and signing just to keep your bridges and get a reference. But I wouldn't agree to be bound by any more onerous non-solicitation or non-compete clauses than you have at the moment. If this is an issue they can insert the non-compete etc. clauses from your previous contract into their new format.

Thanks. Yes there will have been some ip.

I never was asked to sign any previous contract.

What concerns me is that they're springing this on me in my last week. I'd probably sign something regarding ip without the other clauses hanging over me.

Wayne_O_Mac

Timewarp wrote: »

However, now in my notice period he wants me to sign the previous contract even though there is no advantage to myself for doing so.

If they really want you to sign, I'm sure they can make a payment to make it worth your while.

You have all the power here.