Question: My brokerage firm terminated me recently. I had a contract with them that said if I was terminated for any reason, all clients belonged to them, but they’d pay me for my book of business based on the value as of the end of the most recent quarter. Since the end of the first quarter and now, however, I added a few big clients so I think my book is worth more than what they’re offering. The firm has said they’d pay me the additional money but, in exchange, they want me to sign a noncompete. Can they force me to do so?

No one is actually forcing you to do anything. The contract you originally signed provided a method for calculating the value of your book, and the method chosen was agreed to by you. You could have just as easily lost several big clients between the end of the last quarter and now, which would have given you an advantage over your former employer. Consequently, at the time the contract was originally signed, each of you took a risk and therefore “gave up” something. In contract law, this is called “consideration.” You are now asking them to pay you money that they are not legally obligated to pay. In essence, you’re asking them to modify the existing agreement (or enter into a new agreement). Nothing requires them to do so. They are, however, willing to do so in exchange for some consideration on your part, i.e., entering into a non-compete with them.

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