In Pennsylvania, as in most states, an employee without a
contract for a specific term of employment is deemed an at-will
employee. Subject to certain exceptions (e.g., discrimination,
violations of public policy), an at-will employee can be terminated for
any reason or no reason at all.
How hard is it to overcome the
at-will employment presumption? Pretty darn hard, as the Third Circuit Court of
Appeals reminded us last week.
Dr. Edwards receives some mixed messages from
In Edwards v. Geisinger Clinic [an enhanced version of this opinion is available to lexis.com subscribers],
a doctor from the U.K. landed a job at a clinic in Pennsylvania. Prior to
commencing his employment. Geisinger made several representations -- both
verbal and written -- to Dr. Edwards, which he believed evidenced Geisinger's
intent to enter into an employment agreement for a specific term. However, one
to two months after Dr. Edwards began working for Geisinger, he signed a
Practice Agreement referenced in his original offer letter. The Practice
Agreement provided that Edwards "acknowledge[d] that [his] employment with
Geisinger is 'at will' and may be terminated at any time by either party for
any or no reason." The following year, Geisinger fired Dr. Edwards. So, he
subsequently sued for breach of contract.
Dr. Edwards is SOL.
In his lawsuit, Dr. Edwards raised a series of arguments
that he had an express contract for a definite term, all of which related back
to events preceding his execution of the Practice Agreement. The court
proceeded to dispense with all four. However, before it did so, it talked about
the effect of an employee agreeing to an at-will provision in an employment
Pay close attention:
[W]e believe that Geisinger and Edwards
demonstrated their mutual intent for Edwards to be an employee at-will when
they both willingly signed the Practice Agreement ... Edwards counters that he
did not notice the Practice Agreement's at-will term because he reviewed the
Practice Agreement quickly. However, "[i]gnorance of the contents of a
document or failure to read before signing is no defense to a contractual
obligation under Pennsylvania law." ... We believe that [the relevant
cases] nonetheless support recognizing the Practice Agreement's at-will
language as evidence of the parties' mutual intent and understanding.
Make sure that your employment applications, offer
letters, employment agreements, employee handbooks, and appropriate HR policies
are emblazoned (i.e., don't have it in the fine print) with clear and concise at
will employment language. And don't make any statements to the contrary.
This article was originally published on Eric B. Meyer's blog, The Employer
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