How do I know if my contract is legal and enforceable?
Question Details: I'm graduating from massage therapy school and am going to work part-time for a wellness center. I was given a contract and it's so confusing. I'm wondering how legal it is. First, she has listed as therapist working full-time at a 70/30% agreement for the room owned and operated by the facility; I get 70% and they get 30% of all income generated by me. My rental period is for 1 year. They will pay me Fridays.The part that's fishy is it then says that I will be an independent contractor and have to carry and provide my own liability insurance. Then it talks about my dress, how I need to keep my workspace and even the music I play is at her discretion. I'm not allowed to sublet space and then she put in a non-compete agreement saying that I cannot perform massage outside facility unless upon by her and if , I can't practice for 2 years within a 30 mile radius.
It may be legal.
A massage therapist, like a hair stylist, can be an independent contractor, who rents his or her space, which is essentially what you would be doing: you'd be paying 30% of your gross as rent and are in fact leasing for one year. If you are an independent contractor, you would need to maintain your own insurance.
Independent contrators can be subject to non-competition agreements: they are not limited to employees. Contractors can agree or contract to not compete.
The provisions about dress, how you keep your space, and music somewhat undercut that you would be independent, since generally, the line between independent contractor and employee is based on the degree of control the employer has over you: the more control, the more likely you are an employee. Similarly, the provision that the money goes to her, and she pays you (rather going to you, then you remitting the rent to her) undercuts independent contractor status, since that is another form of control she has. However, we cannot say 100% that these provisions would make you an employee, not an independent contractor, since there is some justification for them: e.g. the person controlling space and leasing to you can set general guideless for how the space must be kept and how people in their space must look or dress.
Moreover, even if you were more properly classified as an employee than independent contractor, that would not necessarily make all provisions of the contract, like the non-compete clause, invalid: courts will generally separate out and enforce provisions that are legal from those that are not, assuming the legal provisions can stand on their own--which the non-compete provisions would.
So if you do sign the contract, assume it *may* be entirely enforceable against you, and even if not, that at least parts of it would be. Therefore, if unconfortable with it, do not sign it--since in signing a contract, you are at a minimum making it likely that if you violate it, the other side will sue, and thefore force you to defend yourself in court. Since litigation costs money and is disruptive, if there is anything in the contract you are not comfortable with honoring, don't put yourself in a position of likely having to litigate in the future.