2. Some employment agreements are adhesion contracts. What is an adhesion contract? Do you believe that adhesion contracts should generally be enforceable? Why or why not? Is this covenant not to compete an adhesion contract? Why or why not? Explain.

Background Information You recently graduated from Loyola and have received a job offer to be a sales representative for Carson Health Solutions. Carson Health Solutions is an Illinois company that currently operates and sells its products only in the state of Illinois. As a sales representative for Carson, you will be responsible for initiating and maintaining relationships with healthcare providers implementing and transitioning to Carson's healthcare software. Your offer of employment from Carson arrived in the form of a written letter, which included a statement that all new sales representatives are required to sign a covenant not to compete prior to beginning employment with the company. The following standard-form covenant not to compete was enclosed with the letter: Covenant Not to Compete Restrictive Covenant: In consideration of my employment with Carson Health Solutions (the "Company") and the compensation received from the Company, I hereby agree that I will not during my employment and for three (3) years following my termination directly or indirectly engage in any competitive business that is similar to that of the Company. I understand that, among the restrictions on any competitive practices pursuant to this agreement, I will not recruit or hire any employee of the Company, or otherwise induce any such employee to leave the employment of the Company, I will not solicit or have any contact with any person, firm, or corporation that has been a customer of the Company; and I will not share any knowledge of proprietary information of the Company. I acknowledge that the restrictions imposed by this agreement are fully understood and will not preclude me from becoming gainfully employed following a termination of my employment with the Company. No Employment Agreement: I acknowledge that this agreement does not constitute an employment agreement. I understand that my employment with the company is at will," which means I have the right to leave employment at any time and for any reason and the Company reserves the right to terminate me on the same basis, with or without cause and with or without notice. This agreement shall be binding on me regardless of whether my employment shall continue for any length of time and whether my employment is terminated for any reason whatsoever. This is true whether my employment is terminated by the Company or by me. Interpretation: It is the desire and intent of the parties hereto that the provisions of this agreement shall be enforced to the fullest extent permissible. If any provision of this agreement shall be adjudicated to be invalid or unenforceable, such provision shall be deemed deleted. If any provision contained herein shall be held to be excessively broad as to duration, geographical scope, activity, or subject, it shall be construed by limiting and reducing it so as to be enforceable. Governing Law: This agreement shall be governed by and construed in accordance with the laws of the State of Delaware. Background Information You recently graduated from Loyola and have received a job offer to be a sales representative for Carson Health Solutions. Carson Health Solutions is an Illinois company that currently operates and sells its products only in the state of Illinois. As a sales representative for Carson, you will be responsible for initiating and maintaining relationships with healthcare providers implementing and transitioning to Carson's healthcare software. Your offer of employment from Carson arrived in the form of a written letter, which included a statement that all new sales representatives are required to sign a covenant not to compete prior to beginning employment with the company. The following standard-form covenant not to compete was enclosed with the letter: Covenant Not to Compete Restrictive Covenant: In consideration of my employment with Carson Health Solutions (the "Company") and the compensation received from the Company, I hereby agree that I will not during my employment and for three (3) years following my termination directly or indirectly engage in any competitive business that is similar to that of the Company. I understand that, among the restrictions on any competitive practices pursuant to this agreement, I will not recruit or hire any employee of the Company, or otherwise induce any such employee to leave the employment of the Company, I will not solicit or have any contact with any person, firm, or corporation that has been a customer of the Company; and I will not share any knowledge of proprietary information of the Company. I acknowledge that the restrictions imposed by this agreement are fully understood and will not preclude me from becoming gainfully employed following a termination of my employment with the Company. No Employment Agreement: I acknowledge that this agreement does not constitute an employment agreement. I understand that my employment with the company is at will," which means I have the right to leave employment at any time and for any reason and the Company reserves the right to terminate me on the same basis, with or without cause and with or without notice. This agreement shall be binding on me regardless of whether my employment shall continue for any length of time and whether my employment is terminated for any reason whatsoever. This is true whether my employment is terminated by the Company or by me. Interpretation: It is the desire and intent of the parties hereto that the provisions of this agreement shall be enforced to the fullest extent permissible. If any provision of this agreement shall be adjudicated to be invalid or unenforceable, such provision shall be deemed deleted. If any provision contained herein shall be held to be excessively broad as to duration, geographical scope, activity, or subject, it shall be construed by limiting and reducing it so as to be enforceable. Governing Law: This agreement shall be governed by and construed in accordance with the laws of the State of Delaware