[¶ 1] Assоciated Potato Growers, Inc., appealed from a judgment awarding Dennis Thompson damages for wrongful termination of his employment. We ■ hold an employer’s decision to terminate an; employee for cause must be assessed by the trier of fact under an objective standard of reasonableness. Because the trial court did not apply that standard in deciding Associated did not have cause to terminate Thompson, we reverse and remand for further proceedings.
I
[¶ 2] Associated is a cooperative corporation in the business of storing, washing, and selling potatoes belonging to its members. Associated hired Thompson as general manager under a written contract that ran from August 1, 1991, through July 31, 1992, and allowed Thompson “to extend and renew [the] agreement for up to two one year consecutive terms” by giving Associated “notice of his intention to renew and extend not later than 60 days prior to the end of the then current . term.” Thompson extended the written contract from August 1, • 1992, through July 31, 1993.
[¶3] On May 28, 1993, Associated’s board of directors met to discuss allegations that Thompson had altered grades of potatoes and chаnged growers’ records. The minutes of the meeting state Thompson admitted changing growers’ records but claimed he had the right to make the changes. The minutes also indicate the Board and other Associated office employees did not believe Thompson had the right to Change growers’ records. At that meeting, the Board' decided- to' give Thompson h two-week leave of аbsence and asked Associated’s accountants to perform a “mini-audit” of growers’ records. On May 29, Thompson informed Associated he had elected to extend the parties’ written employment contract for another year.
[¶ 4] Thompson was not present at a June 10, 1993, meeting, where the Board reviewed the accountants’.“mini-audit” and decided to terminate Thompson, without cause, subject to legal review of his employment contract. Thompson was present at a June 14 meeting, where the Board asked him to resign, but he refused. The minutes of the June 14 meeting reflect Thompson agreed to meet with the accountants and a committee of Board members to explain his actions. On June 16, Thompson met with the Board subcommittee and aсcountants. On June 17, the Board subcommittee reported to the full Board, which thereafter decided to terminate Thompson for cause. Associated notified Thompson his employment was terminated effective June 18, 1993, under paragraph 14 of the employment contract, which was entitled “Termination for Cause” and provided “[t]he EMPLOYER may terminate this Agreement immediately for material violation of the EMPLOYER’S policies or material breach of the provisions of this Agreement, including specifically the failure to perform his duties as required hereunder.”
*56 [¶ 5] Thompson sued Associated for wrongful termination. 1 After a bench trial, the trial court decided Thompson did not commit a material violation of the employer’s policies or a material breach of the provisions of the employment agreement, and Thompson’s actions were not dishonest but were intended to insure fair compensation for potato growers. The court decided Associated did not have cause to terminate Thompson and awarded him $129,400 in damages.
[¶ 6] The trial court had jurisdiction under N.D. Const, art. VI, § 8, and N.D.C.C. § 27-05-06. Associated’s appeal is timely under N.D.R.App.P. 4(a). This Court has jurisdiction under N.D. Const, art. VI, §§ 2 and 6, and N.D.C.C. § 28-27-01. 2
II
[¶ 7] We review a triаl court’s findings of fact under the clearly erroneous standard of N.D.R.Civ.P. 52(a). A finding of fact is clearly erroneous if it is induced by an erroneous application of the law, if no evidence exists to support it, or if on the entire record, we are left with a definite and firm conviction a mistake has been made.
Brown v. Brown,
III
[¶ 8] Under North Dakota law, employment is presumed to be at will, and an employer may terminate an employee with or without cause. N.D.C.C. § 34-03-01;
Bykonen v. United Hospital,
A
[¶ 9] Associated employed Thompson under a written employment contract, and we initially consider the scope of the parties’ employment promise under that written contract. Thе construction of a written contract to determine its legal effect is a question of law.
Olson v. Souris River Telecomms. Coop., Inc.,
[¶ 10] The parties’ written contraсt authorized the general manager to “direct [Associated] with the objective of providing maximum patron equity, return on invested capital and providing growers with efficient facilities for washing, processing and marketing potatoes” and “develop policies and goals that cover company operations, personnel, financial performance, sales performance and growth.” The parties’ *57 written contract generally outlined duties and responsibilities for the general manager and also provided:
14. Termination for Cause. The EMPLOYER may terminate this Agreement immediately for material violation of the EMPLOYER’S policies or material breach of the provisions of-this Agreement, including specifically the failure to perform his duties аs required hereunder. In the event of termination for cause, the EMPLOYEE shall be paid at the usual rate of his annual Base Salary through the date of termination specified in any notice of termination.
[¶ 11] Other courts have construed employment contracts to permit an employer to terminate an employee for good cause even if the contract provides reasons for termination which do not specifically mention good cause.
See Mertyris v. P.A.M. Transport, Inc.,
[¶ 12] Here, paragraph 14 of the parties’ written contract specifically provides for “Termination for Cause” in language permitting an employer to terminate the “Agreement immediately for material violation of the EMPLOYER’S policies or material breach of the provisions, of this Agreement, including specifically the failure to perform his duties as required hereunder.” The word “including” ordinarily is not a word of limitation, but a word of enlargement.
See Lucke. v. Lucke,
B
[¶ 13] We next consider whether there was a breach of the employment contract, which raises issues about institutional responsibility for the determination of cause for termination. Relying on
Cotran v. Rollins Hudig Hall Int’l Inc.,
[¶ 14]
Cotran
involved an employee hired under an implied- agreement permitting termination for good cause.
[¶ 15] The California Supreme Court granted review to clarify the role of the
*58
trier of fact in evaluating an employer’s decision to terminate an employee for good cause.
Cotran,
[¶ 16] In reaching that conclusion, the California Supreme Court rejected the rationale of
Toussaint v. Blue Cross & Blue Shield,
[¶ 17] The California Supreme Court recognized an employer may contract away its right to decide whether facts constituting cause for termination exist, but an agreement to contract away that prerogative would not be inferred.
Cotran,
[A] standаrd permitting juries to reexamine the factual basis for the decision to terminate for misconduct — typically gathered under the exigencies of the workaday world and without benefit of the slow-moving machinery of a contested trial — dampens an employer’s willingness to act, intruding on the “wide latitude” ... recognized as a reasonable condition for the efficient conduct of business....
Equally significant is the jury’s relative remoteness from the everyday reality of the workplace. The decision to terminate an employee for misconduct is one that not uncommonly implicates organizational judgment and may turn on intractable factual uncertainties, even where the grounds for dismissal are fact specific. If an employer is required to have in hand a signеd confession or an eyewitness account of the alleged misconduct before it can act, the workplace will be transformed into an adjudicatory arena and effective decisionmaking will be thwarted. Although these features do not justify a rule permitting employees to be dismissed arbitrarily, they do mean that asking a civil jury to reexamine in all its factual detail the triggering cause of the decision to dismiss — including the retrospective accuracy of the employer’s comprehension of that event — months or even years later, in a context distant from the imperatives of the workplace, is at odds with an axiom underlying the jurisprudence of wrongful termination.... That axiom ... is the need for a sensible latitude for man *59 agerial decisionmaking and its cоrollary, an optimum balance point between the employer’s interest in organizational efficiency and the employee’s interest in continuing employment.
The rule we endorse today, carefully framed as a jury instruction and honestly administered, will not [permit discharge decisions to be based on subjective reasons] but by balancing the interests of both parties, will ensure that “goоd cause” dismissals continue to be scrutinized by courts and juries under an objective standard, without infringing more than necessary on the freedom to make efficient business decisions. At least one state high court has reasoned that striking a fair balance between the interests of the parties to the employment contract through an objective just-cause standard will promote the continued use of such limitations on the at-will doctrine; imbalances, on the other hand, encourage employers to adopt defensive measures by “remov[ing] such [just-cause] provisions from their [employment] handbooks.”
Cotran, at 420-21.
[¶ 18] There are related policy reasons for precluding a trier of fact from conducting a de novo review of an employer’s termination decision in this contеxt. Associated owed a fiduciary responsibility to its shareholders.
See Production Credit Ass’n v. Ista,
[¶ 19] The rationale of Cotran has been recognized as the better perspective for assessing whether an employer has cause to terminate an employee. See generally 1 Perritt, § 6.55, p. 458 (when a contract is unclear about who resolves fact disputes and determines good cause, the approach exemplified by Simpson is better than the approach in Toussaint).
[¶ 20] We conclude the objective standard exemplified by
Cotran
is the better approaсh for assessing an employer’s decision about whether an employee actually committed the acts leading to discharge, and, if so, whether the act constituted cause for termination.
See Kestenbaum,
[¶ 21] Here, the trial court did not apply an objective good-faith standard for evaluating Associated’s decision to terminate Thompson. The court cited several factors to support its decision that Associated did not have cause to terminate Thompson. First, the court said Associated’s lack of written policiеs and the general manager’s broad responsibilities indicated cause did not exist to terminate *60 Thompson. The court said Thompson had broad authority to accomplish the goals of Associated and no written policies precluded him from changing grades of potatoes. The court decided, by changing grades of potatoes in some growers’ records, Thompsоn merely intended to ensure growers were fairly compensated. Second, the court said the insufficiency of Associated’s investigation and Thompson’s lack of opportunity to respond indicated Associated lacked cause to terminate Thompson. Third, the court decided the “timing” of Associated’s actions indicated cause for termination did not exist, citing the follоwing sequence of events to support its “timing” conclusion — the June 10, 1993, meeting where the Board decided to terminate Thompson without cause; four days later, with no new factual information, the Board asked for Thompson’s resignation; and three days later, without any new factual information, the Board decided to terminate Thompson with cause. The court said the sudden and unexplаined decision to terminate Thompson with cause, rather than without cause, suggested reasons other than cause may have motivated Associated’s decision.
[¶22] The trial court did not decide whether Associated had fair and honest reasons, regulated by an objective good-faith determination, for terminating Thompson. The court also did not find whether Associated’s reasons for terminating Thompson were trivial, arbitrary or capricious, unrelated to business needs or goals, or pretextual. Moreover, the court’s statements about the degree of investigation in this case suggest the court believed a more formalistic procedure was required. The court’s decision does not reflect application of an objective, good-fаith analysis of Associated’s decision to terminate Thompson. We conclude the trial court erred by not applying an objective good-faith standard for deciding whether Associated had cause to terminate Thompson.
IV
[¶ 23] We reverse the judgment and remand for further proceedings consistent with this opinion. On remand, the court may, in its discretion, take additional evidence оr issue new findings of fact based on the evidence now in the record.
Notes
. Thompson also sued Duane Hovet, an employee of Associated, alleging Hovet tortiously interfered with Thompson's employment relationship with Associated. The trial court dismissed Thompson’s claim against Hovet, and Thompson has not appealed that decision.
. Associated’s notice of appeal says the appeal is from "the Memorandum Opinion, Findings of Fact, Conclusions of Law, and Order for Judgment.” We have held an attempted appeal from an order for judgment or a memorandum decision will be treated as an appeal from a subsequently entered consistent judgment.
Dunseith Sand & Gravel Co. v. Albrecht,