The salary matches what you discussed. The title looks right. But the offer also refers to an equity plan you have not seen, an invention-assignment agreement, and restrictions that continue after you leave.
Those documents deserve attention before you accept. A promise can depend on conditions elsewhere in the paperwork, and a restriction can cause a dispute even when its enforceability is questionable.
This guide focuses on US employment agreements. State law, your work location, and the wording of the documents can change the outcome. The examples below illustrate particular arrangements and disputes; they do not establish rules for every employer.
An at-will clause generally allows either side to end employment without establishing cause. It does not permit dismissal for unlawful discrimination, retaliation, or another prohibited reason. Contracts, collective bargaining agreements, and applicable laws can create additional protections. USAGov explains the basic rules.
Read the termination clause together with the payment provisions. A contract may allow dismissal at any time but promise severance if the employer terminates you without cause. That protects your finances in a defined situation; it does not guarantee continued employment.
If the agreement defines “cause,” check how broad that definition is. Serious misconduct is different from missing a performance target or breaching any company policy. Look for written notice and an opportunity to correct a breach.
The gap between legal protection and practical recovery is often evidence. If the employer says “poor performance” and you believe the real reason was retaliation, someone must assess the competing explanations. The EEOC identifies relevant evidence, including timing, statements, inconsistent explanations, and how comparable employees were treated.
Before signing, establish what you receive following resignation, dismissal for cause, dismissal without cause, or elimination of your role. Notice, severance, bonus eligibility, and equity may follow different rules.
For salary and bonuses, check the amount, payment dates, eligibility conditions, and any separate plan. A target bonus is not necessarily a guaranteed payment. But calling a bonus discretionary does not justify assuming that every payment can lawfully be cancelled in every circumstance.
Equity needs a closer look.
An option gives you the right to buy shares at an exercise price. Receiving an option, having it vest, exercising it, and selling the resulting shares are separate events. An RSU award can have different conditions.
A four-year vesting period with a one-year cliff is one possible schedule. For example, 25% might vest after the first year, with the remainder vesting over the following three years. The actual agreement determines the schedule. “Four-year cliff with a one-year cliff” confuses two different concepts.
Also check whether the award has been approved. In one publicly filed offer, Acrivon promised to recommend an option grant to its board and made the options subject to an incentive plan. A recommendation is different from a completed grant.
Other conditions can change when equity becomes available. A Better offer filed with the SEC required both time vesting and a qualifying liquidity event for its RSUs. Completing the service period alone did not satisfy both requirements.
Before treating equity as part of your usable compensation, obtain answers to these questions:
Tax treatment also depends on the award and circumstances. The IRS explains the main stock-option distinctions. Do not assume that a recruitment estimate is money you can withdraw or shares you can immediately sell.
Start with the applicable law, rather than negotiating the number of months.
California generally prohibits employment non-competes, subject to limited statutory exceptions. Other states apply different restrictions and conditions. There is no six-month or twelve-month duration that automatically makes a clause enforceable.
Nor is there an operative FTC rule banning employment non-competes nationwide. As of October 26, 2026, the FTC states that its Noncompete Rule is not in effect.
An unlawful clause can still appear in employment paperwork. California’s Attorney General has warned employers and workers about that practice. Its presence in a signed document does not prove enforceability.
The practical concern is what happens before that question is resolved. A new employer may ask about existing restrictions; a former employer may assert that the proposed role breaches the agreement. Those possibilities make clear drafting useful even where you have strong legal arguments.
If a restriction appears prohibited, seek its removal. Where it may be lawful, identify the activities, employers, territory, and period it covers. Ask what happens if the company dismisses you, and whether any payment during the restricted period is actually promised.
A shorter clause can still be a serious obstacle if it prevents the work you are being hired to do.
If you have an existing app, design, invention, or other project, read the assignment agreement before assuming it remains outside the employer’s reach.
California Labor Code §2870 limits assignment requirements for inventions developed entirely on an employee’s own time without employer equipment, facilities, supplies, or trade-secret information. But exceptions include certain inventions related to the employer’s business or anticipated research, and inventions resulting from work performed for the employer. The California EDD reproduces the statutory provisions.
That is why “I built it at home” may not settle ownership. The relationship between the invention and your employment matters too. Other states, including Minnesota, have their own employee-invention protections.
Look for a schedule of prior inventions or excluded projects. Identify relevant existing work accurately, without disclosing another party’s confidential information. Do not sign a statement saying you have no prior inventions if that is untrue.
Then check the licence provisions. A publicly filed Foundation Medicine agreement illustrates the distinction: it addressed prior inventions but also granted a broad licence when they were incorporated into company work. You can retain ownership while giving an employer substantial usage rights.
A legal protection also leaves factual questions: when the work began, what resources were used, and how it relates to your duties. Keep dated records and obtain written treatment of important exclusions. Neither step guarantees a result, but both make the intended arrangement clearer.
Check whether the clause prohibits recruiting former colleagues, hiring them, or helping someone else hire them. These are different restrictions.
The effect can depend on your occupation. In AMN Healthcare v. Aya Healthcare Services (2018), former recruiters were subject to a clause restricting solicitation of AMN employees, including travel nurses. Recruiting those nurses was part of their profession. The California Court of Appeal held the restriction invalid under California law and affirmed relief against its enforcement. Read the court’s opinion.
The employees succeeded, but the issue still went through litigation and an appeal. That is a concrete difference between having a legal defence and avoiding a dispute.
The decision does not mean every employee non-solicitation clause is invalid nationwide. It shows why describing twelve months as “standard and reasonable” misses the central question: what work does the restriction prevent?
Test your clause against an ordinary hiring situation. If a former colleague independently applies to your new employer, can you interview or hire them? Seek clear treatment of unsolicited applications, general advertisements, and people with whom you had no working relationship.
Suppose a former customer contacts your new business without any approach from you.
A clause prohibiting solicitation raises different questions from one prohibiting accepting business or providing services. Read the verbs, not just the heading.
Check who counts as a protected client. The definition might cover clients you served, customers elsewhere in the corporate group, or prospects that never purchased anything. Identify the lookback period and any exclusion for relationships you brought to the employer.
Do not assume a non-compete ban resolves this issue. Minnesota’s statute, for example, expressly distinguishes non-solicitation agreements from its definition of prohibited non-competes.
Confidentiality and trade-secret obligations also require separate attention. Even if a customer restriction cannot be enforced, misuse of protected information can create another claim. Federal trade-secret law provides remedies for actual or threatened misappropriation, while limiting employment-related injunctions. See 18 U.S.C. §1836.
In practice, a dispute may concern both who initiated contact and what information was used. Evidence of an unsolicited enquiry answers only the first question.
The federal FLSA does not require severance pay. An entitlement may come from a contract, benefit plan, or other applicable law. Department of Labor guidance explains that starting point.
If severance is promised, find the qualifying events and conditions. Check whether payment requires a release of claims, when payment starts, and whether it arrives as a lump sum or instalments.
Definitions matter here. A broad “cause” definition could exclude a dismissal from severance eligibility. A “good reason” provision may cover specified changes to your job, but require notice and an opportunity for the company to correct them.
A signed release is not automatically beyond challenge. The EEOC’s severance guidance describes a case in which an employee signed after being told his dismissal resulted from reorganisation. After a younger person was hired, the company attributed the dismissal to poor performance. The court found fraud sufficient grounds to invalidate the waiver.
That outcome depended on the circumstances; it is not a reason to sign a release expecting to undo it later. Review the exchange before accepting: what additional value are you receiving, and what claims are you releasing?
Finally, distinguish access to health coverage from payment for it. Under COBRA, eligible individuals may have to pay the full premium plus an administrative amount. An employer subsidy needs to be identified separately. Department of Labor COBRA guidance
An arbitration clause can require covered disputes to be decided by an arbitrator rather than through a court trial. Do not assume that makes the process cheaper or faster for you.
Find the provider, applicable rules, filing procedure, hearing location, and fee allocation. Check any class or collective action waiver and any opt-out deadline.
Provider rules affect the practical burden. The AAA employment framework caps the employee’s filing fee and generally allocates remaining administrative fees and arbitrator compensation to the employer, subject to its rules and exceptions. That does not establish the arrangements for every arbitration provider, and it does not mean your own lawyer is free.
Some disputes receive special statutory treatment. Under 9 U.S.C. §402, a person alleging a qualifying sexual-assault or sexual-harassment dispute can elect against enforcement of certain pre-dispute arbitration agreements and joint-action waivers.
Before accepting the clause, understand how you would start a claim, obtain necessary evidence, and pay for representation. “You can bring a claim” leaves those practical questions unanswered.
A governing-law clause selects the law intended to govern the agreement. A forum clause identifies where proceedings must be brought. Arbitration provisions may add another set of rules.
Read them together, including corresponding clauses in equity and restrictive-covenant documents.
The selected law does not necessarily override mandatory protections associated with your work location. For example, Minnesota §181.988 restricts certain out-of-state forum and choice-of-law requirements for covered claims involving employees who primarily reside and work there. Its scope is specific; it is not a general rule for every employment dispute.
The statute also illustrates a procedural issue: a conflicting provision can be voidable at the employee’s request. A legal protection may therefore still need to be asserted.
For a remote role, confirm the agreed work location and what happens if it changes. If different documents select different forums, ask for the inconsistency to be resolved. Consider the practical implications of the proposed location, including obtaining counsel and attending proceedings.
Collect every document the offer incorporates. Mark unanswered questions and request written clarification before signing.
Pay particular attention when:
You can ask for time to review. Explain which documents or answers you need rather than assuming every employer must provide a particular number of days.
AI can help organise the terms and flag questions. It can also miss issues or misread the law. For restrictions affecting your livelihood, substantial equity, or valuable intellectual property, consider advice from a lawyer familiar with the applicable jurisdiction.
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This article provides general information about US employment agreements. It is not legal or tax advice. Applicable law, the complete documents, and your circumstances determine your rights.