Interactive Tool
California Employment Contract Analyzer

Review your employment contract clause by clause. Check the boxes as you find each item, and I'll calculate your risk score.

Review Progress 0 of 0 items reviewed
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Compensation & Benefits
Base salary, bonuses, commission structure
Not started
Base salary is clearly stated
Annual or hourly rate is specified with pay frequency
Bonus structure is defined
Bonus eligibility, calculation method, and payment timing are clear
Watch for "discretionary" language that gives employer full control
Check
Commission plan is attached or referenced
For sales roles: commission rates, quotas, and territories defined
If "subject to change" - this is a red flag
Critical
No commission clawback provisions
Company cannot recover commissions already paid
Check
Benefits are listed or referenced
Health insurance, 401(k), PTO mentioned with start dates
California Note: Under Labor Code § 2751, commissions must be in writing. Earned commissions are wages and cannot be forfeited upon termination.
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Equity & Stock Options
Options, RSUs, vesting schedules
Not started
Number of shares/units specified
Exact grant amount, not ranges or "up to" language
Vesting schedule is clear
Standard is 4-year vesting with 1-year cliff
Longer cliffs or back-loaded vesting favor the company
Check
Strike price / grant price disclosed
For options: exercise price is stated or method specified
Check
Post-termination exercise period defined
How long you have to exercise vested options after leaving
90 days is standard but short; some offer 1+ years
Critical
Acceleration provisions addressed
What happens to unvested equity on acquisition or termination
Check
California Note: Equity grants are subject to securities laws. Ensure you receive the actual stock option agreement, not just an offer letter reference.
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Intellectual Property Assignment
Invention assignment, prior work, side projects
Not started
IP assignment is limited to work-related inventions
Not claiming everything you create regardless of when/where
Overbroad assignments may be unenforceable under CA Labor Code § 2870
Critical
Prior inventions exhibit included
Space to list existing IP you want to exclude from assignment
Check
California Labor Code § 2870 notice included
Required notice about inventions developed on your own time
CA law requires this notice - missing it is a red flag
Critical
Side project policy addressed
Clear guidance on personal projects outside work
Info
California Labor Code § 2870: Inventions developed entirely on your own time, without company equipment, unrelated to company business, are YOURS. Any agreement to the contrary is unenforceable in California.
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Non-Compete & Restrictive Covenants
Non-compete, non-solicit, confidentiality
Not started
No non-compete clause (or CA carve-out)
Contract doesn't restrict where you can work after leaving
Non-competes are VOID in California under B&P Code § 16600
Critical
Non-solicit is reasonably scoped
Only restricts actively soliciting specific clients/employees
Overbroad non-solicits may be treated as non-competes in CA
Check
Confidentiality is limited to actual trade secrets
Not claiming general knowledge or skills as "confidential"
Info
No "inevitable disclosure" language
Company can't claim you'll inevitably use trade secrets at competitors
Check
California Business & Professions Code § 16600: "Every contract by which anyone is restrained from engaging in a lawful profession, trade, or business of any kind is to that extent void." Non-competes are unenforceable regardless of what the contract says.
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Termination & Severance
At-will status, notice, severance terms
Not started
At-will status clearly stated
Most CA employment is at-will (either party can end anytime)
Info
"Cause" termination is defined
If contract distinguishes cause vs. no-cause, terms are clear
Vague "cause" definitions give employer too much discretion
Check
Final paycheck timing addressed
When you'll receive final wages, accrued PTO, commissions
Check
Severance terms specified (if any)
Amount, conditions, and whether contingent on release
Info
California Law: Final wages (including accrued PTO) must be paid immediately upon termination, or within 72 hours if you quit without notice. Penalties for late payment: up to 30 days' wages.
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Arbitration & Dispute Resolution
Mandatory arbitration, class action waivers
Not started
No mandatory arbitration (or it's mutual)
Either no arbitration clause, or both parties bound equally
One-sided arbitration favoring employer may be unconscionable
Check
Employer pays arbitration costs
You shouldn't bear arbitration fees beyond court filing costs
Check
Class/collective action waiver reviewed
Understand if you're waiving right to join class actions
Check
Choice of law is California
Contract specifies California law governs
Other state laws may apply even if contract says otherwise
Info
California Note: Under Armendariz, arbitration agreements must be mutual, employer must pay costs, and must allow for adequate discovery. One-sided agreements may be unenforceable.
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