If a person signs a contract in their own name, is it binding on any corporation thatthe person may later form?
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If a person signs a contract in their own name, is it binding on any corporation thatthe person may later form?
I have a contract with a staffing agency saying that I have to go through them the next time I want to work for the client they placed me at (for the next 2 years). I now have opened my own S-Corp company. Can I work directly for the client through my new company or does the contract that I signed also apply to my S-Corp?
Asked on March 30, 2011 under Business Law, Illinois
Answers:
SJZ, Member, New York Bar / FreeAdvice Contributing Attorney
Answered 13 years ago | Contributor
No, *you* can't work for the client; it's not that the contract applies to your S-corp, but it still applies to you personally. This sort of contract--or related ones, such as a non-compete or non-solicitation--bind the signing employee personally, regardless of what company or entity he or she is working for. (If that wasn't the case, these agreements would be worthless--everyone would open an S-corp or LLC and work under that entity to avoid them.)
It may be the case that your S-corp can work for the client and, for example, hire someone to do the work, so long as you do not personally do the work...though you need to check the exact wording, language, terms etc. of the agreement to determine this.
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