Hiring contract question, help!

[Leefee123]

Hi! I have accepted an offer for a new position and I cannot seem to find the answer to this. Is the “governing law and venue” clause asking for the address where I live (Florida), where the position is based (denver) or where the main office of the company is (san diego)?

 

[quincy]

Hi! I have accepted an offer for a new position and I cannot seem to find the answer to this. Is the “governing law and venue” clause asking for the address where I live (Florida), where the position is based (denver) or where the main office of the company is (san diego)?

Are you being asked to fill in a form that requests this information (which would be odd)?

 

[Leefee123]

Are you being asked to fill in a form that requests this information (which would be odd)?

The spaces for this info, county and state, are blank. So i just assumed it was for me to do. I guess someone else could have access to the document thru docusign? Just thought if so that would have been filled in already

 

[quincy]

The spaces for this info, county and state, are blank. So i just assumed it was for me to do. I guess someone else could have access to the document thru docusign? Just thought if so that would have been filled in already

Generally the governing law and venue will be included in the contract. It is not up to an applicant/employee to decide what laws will govern the contract.

 

[PayrollHRGuy]

It would be very unusual for the newly hired employee to complete that informaiton.

What is the form you are completing?

 

[Leefee123]

It is a confidentiality and non-disclosure agreement

 

[quincy]

It is a confidentiality and non-disclosure agreement

You would be smart to have the agreement personally reviewed by an attorney in your area prior to signing and submitting it.

The governing law is important because the laws on NDAs and confidentiality agreements can vary in significant ways from state-to-state.

 

[zddoodah]

Is the “governing law and venue” clause asking for the address where I live (Florida), where the position is based (denver) or where the main office of the company is (san diego)?

I've never heard of a clause asking for anything. Contracts sometimes contain a provision that could reasonably be called a "governing law clause." That clause will specify which state's laws will govern any dispute arising out of the contract. For example: "This Agreement shall be governed by and construed in accordance with the laws of the State of Euphoria, without regard to conflicts of laws principles."

It is a confidentiality and non-disclosure agreement

The spaces for this info, county and state, are blank. So i just assumed it was for me to do.

As a quick aside, I've never heard of a "governing law clause" including anything other than a state name. Can you quote the entire clause (with any actual names removed or changed)? Regardless, if I were you, I would ask the person who sent you the document what you're supposed to put in the blanks and make it clear (in a polite way, of course) that you don't want to sign anything that has blanks in it.

 

[quincy]

... you don't want to sign anything that has blanks in it.

Good advice.

 

[Leefee123]

"Governing Law and Venue: All questioning concerning this Agreemenr, and its construction, and the rights and liabilities of the parties hereto shall be interpreted and enforced in accordance with the laws of the state of (State) without giving effect to any choice of law or conflict of law provision or rule that would cause the application of the laws of any jurisdiction other than the state of (State). The parties hereto agree that all actions and proceedings relating hereto shall be litigated in (County, State)."

 

[quincy]

"Governing Law and Venue: All questioning concerning this Agreemenr, and its construction, and the rights and liabilities of the parties hereto shall be interpreted and enforced in accordance with the laws of the state of (State) without giving effect to any choice of law or conflict of law provision or rule that would cause the application of the laws of any jurisdiction other than the state of (State). The parties hereto agree that all actions and proceedings relating hereto shall be litigated in (County, State)."

Those blanks need to be filled in by the employer. I agree with Doodah that you should not sign the agreement as it stands. The governing law is important.

 

[Leefee123]

Those blanks need to be filled in by the employer. I agree with Doodah that you should not sign the agreement as it stands. The governing law is important.

Thanks for all the help everyone! I just sent an email asking for some clarification. thanks again

 

[quincy]

Thanks for all the help everyone! I just sent an email asking for some clarification. thanks again

Even with clarification, you should not sign the agreement as it is, nor should YOU fill in the blanks. Request a new agreement that includes all terms and conditions.

I also recommend you have the new agreement personally reviewed by an attorney in your area. You want to fully understand all of what you are agreeing to, and the possible consequences of violating any of these terms and conditions, before your signature legally binds you to the agreement.

Good luck in your new job.

 

[adjusterjack]

Thanks for all the help everyone! I just sent an email asking for some clarification. thanks again

Agree with Quincy's last comment.

That kind of contract could also have a non-compete agreement agreement that will render you unemployable should you leave the company.

 

[zddoodah]

"Governing Law and Venue: All questioning concerning this Agreemenr, and its construction, and the rights and liabilities of the parties hereto shall be interpreted and enforced in accordance with the laws of the state of (State) without giving effect to any choice of law or conflict of law provision or rule that would cause the application of the laws of any jurisdiction other than the state of (State). The parties hereto agree that all actions and proceedings relating hereto shall be litigated in (County, State)."

Ok...that's both a choice of law and choice of forum/venue provision. Incredibly common stuff. As I mentioned before, if I were you, I would contact the person who sent you the document and mentioned that there are missing fields or blanks that need to be filled in before you can sign (obviously, you "can" sign with the blanks, but it wouldn't be a good idea).