A former contractor sought payment of unpaid commissions and bonuses allegedly owed under a consulting agreement containing an entire agreement clause requiring written amendments.
The defendant employer argued that the parties had subsequently altered their compensation structure through conduct and oral arrangements.
The court held that the parties had mutually abandoned key compensation provisions of the written agreement and implemented a different structure through invoices and payments over time.
The plaintiff knowingly waived his contractual rights and could not revert to the original terms after accepting the revised arrangement.
The action for unpaid compensation was dismissed and the defendant’s counterclaim for solicitation was also dismissed for lack of proof.
