Namad v. Salomon Inc.
74 N.Y.2d 751, 543 N.E.2d 722, 545 N.Y.S.2d 79
New York Court of Appeals · July 6, 1989
What the court decided
A written employment contract providing that bonuses "shall be at the discretion of the management" unambiguously gave the employer discretion over the amount. A second sentence saying bonuses would be "consistent with the customary policy of the company" could not be read to require a fixed amount, because that would make the grant of discretion "a nullity," and outside evidence could not be used to vary the clear writing.
Who won
The employer won; summary judgment dismissing the complaint was affirmed.
Why it matters for salespeople
Why clear written discretion over a bonus amount is hard to overcome, and why the exact wording of a plan matters more than what "everyone was usually paid."
Key passage: 74 N.Y.2d 751 at 753.
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