This review list is intended to educate you about the content of this document and to aid you in its preparation. Employment agreements are perplexing contracts because, while they appear to be balanced, enforcement frequently favors the employee but not the company. Non-compete and confidentiality agreements, for example, are frequently struck down by courts or have their extent significantly restricted. In most cases, the Employer’s payment responsibilities are enforced to the very last cent of the dollar.
Despite the fact that these Agreements are skewed against the Employer, there are still compelling reasons to get them signed by essential personnel. The primary objective is to compel them to sign non-compete and confidentiality agreements. In general, as their tenure expands, their capacity to hard hit your organization in a competitive workplace environment increases significantly.
In practice, I have always been able to obtain an employee agreement and signatures prior to work beginning. I have seldom been able to obtain signatures on these kind of agreements after an employee has been engaged for a period of time and then advances to a more senior position that necessitates this type of agreement. As a result, it is prudent to have this Agreement signed prior to Employee’s first day of physical labor.
- Make three duplicates. One for each employee; one for each employee’s file; and one for the safe at your home or workplace.
- Non-Competes are frequently thrown out of court or have their scope narrowed. Nonetheless, they are frequently upheld when the infringement is extremely evident, which is precisely when you want them.
This Agreement should not be utilized with consultants or independent contractors of any type, or with workers who are members of a labor organization, to state the obvious
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This Employment Agreement (“Agreement”) is made effective on ___________, by and between ________________ (“Employee”) and ___________________ (“Employer”).
Employee will primarily perform their the job duties at ______________________.
Whereas Employer desires the services of Employee, and Employee is willing to be employed by Employer, the parties therefore agree as follows:
1. Employment. Employee shall provide the following general services: ___________________________. Employee accepts and agrees to such employment, and agrees to be subject to the general supervision, advice and direction of ________. Employee shall also perform (i) such other duties as are customarily performed by an employee in a similar position, and (ii) such other and unrelated services and duties as may be assigned to from time to time.
2. Best efforts of Employee. Employee agrees to perform faithfully, industriously, and to the best of their ability, experience, and talents, all of the duties that may be required by the express and implicit terms of this Agreement, to the reasonable satisfaction of Employer. Such duties shall be provided at such place(s) as the needs, business, or opportunities of business may require from time to time.
3. Compensation of Employee. Employee will receive an annual salary of $__________, payable in accordance with Employer’s standard payroll procedures. Upon termination of this Agreement, for any reason, payments under this paragraph shall cease; provided, however, that Employee shall be entitled to payments for periods or partial periods that occurred prior to the date of termination and for which Employee has not already been paid, and for any commission earned in accordance with customary procedures, if applicable. No payment shall be made for untaken personal or vacation days. This section of the Agreement is included for accounting and payroll purposes and should not be construed as establishing a minimum or definite term of employment.
4. Expense Reimbursement. Employer will reimburse Employee for expenses undertaken for business purposes in accordance with its policies then in effect.
5. Confidentiality. Employee recognizes the importance of protecting Employer’s intellectual property, trade secrets, and business knowledge. Employee will not divulge this vital information items (“Information”) which are valuable, special and unique assets of Employer, and Employee further agrees that Employee will not at any time or in any manner, either directly or indirectly, divulge, disclose, or communicate any Information to any third party without Employer’s prior written consent. Employee will protect the Information and treat it as strictly confidential at all times, during and after Employee’s employment ends with Employer. A violation by of this section shall be a material violation of this Agreement and will justify legal and/or equitable relief and injunction, where appropriate by Employer.
6. Unauthorized Disclosure of Information. If it appears Employee has disclosed, or threatened disclosure, of Information in violation of this Agreement, Employer shall be entitled to an injunction to restrain Employee from disclosing, in whole or in part, such Information, or from providing any services to any party to whom such Information has been disclosed or may be disclosed. Employer shall not be prohibited by this provision from pursuing other remedies, including a claim for losses and damages.
7. Confidentiality after Termination. The confidentiality provisions of this Agreement shall remain in full force and effect for 1 Year after the termination of Employee’s employment. During such year, neither party shall make or permit the making of any public announcement or statement of any kind that was formerly employed by or connected with Employer.
8. Non-Compete Agreement. Employee recognizes that Employer Information is a special and unique asset of the company and needs to be protected from improper disclosure. In consideration of the disclosure of the Information, Employee agrees that for one (1) year following the termination of this Agreement, whether such termination is voluntary or involuntary, Employee will not directly or indirectly engage in any business that directly or indirectly competes with Employer. This agreement shall apply to directly or indirectly engaging in any competitive business which includes, but is not limited to: (i) engaging in a business as owner, partner, or agent, (ii) becoming an employee of any third party that is engaged in such business, (iii) becoming interested directly or indirectly in any such business, or (iv) soliciting any customer of Employer for the benefit of a third party that is engaged in such business. Employee agrees that this non-compete provision will not adversely affect ‘s livelihood and waives any right to make any such claim in the future. If there are geographic limits to this Section, they should be listed here: ___________________. If none appear, the Agreement will presume none are applicable in the eyes of both Employee and Employer and this Section should be construed accordingly by any court of competent jurisdiction. Furthermore, Employee shall be responsible to show any prospective new employer during this one year time period this provision of this Agreement, to reduce the likelihood of that Employer causing Employee to violate this Agreement.
9. Employee Inability to Contract for Employer. Employee shall not have the right to make any contracts or commitments for or on behalf of Employer without first obtaining the express written consent of Employer.
10. Benefits, Holidays, Insurance, Personal Leave and Vacation. Employee shall be entitled to these according to the Employer’s policies in effect at the time.
11. Term and Termination. Employee employment under this Agreement shall be for an unspecified term on an “at will” basis. Either party may terminate this Agreement with 30 days written notice. Violation of this Agreement will terminate employment without notice and with no compensation, except for that due up to such date of termination.
12. Termination for Disability. Employer has the option to terminate this Agreement, if Employee becomes permanently disabled and is no longer able to perform the essential functions of the position with reasonable accommodation. Employer shall exercise this option by giving 90 Days written notice to Employee.
13. Compliance with Employer Rules, Policies, and Procedures. Employee agrees to comply with all of the rules and regulations of Employer, and understands that these rules will change from time to time, and Employee must continue to abide by them in order to continue employment with Employer.
14. Return of Property. Upon termination of this Agreement, Employee shall deliver to Employer all property, which is property or related to Employer’s business (including keys, records, notes, data, models, laptops, printers, cell phones and all other equipment) that is in Employee’s possession, custody, or control.
Any notice required by this Agreement or given in connection with it, shall be in writing and shall be given to the appropriate party by personal delivery or a recognized over night delivery service such as FedEx.
If to Employee: _____________________________________________________.
If to Employer: ___________________________________________________.
16. No Waiver.
The waiver or failure of either party to exercise in any respect any right provided in this agreement shall not be deemed a waiver of any other right or remedy to which the party may be entitled.
17. Entirety of Agreement.
The terms and conditions set forth herein constitute the entire agreement between the parties and supersede any communications or previous agreements with respect to the subject matter of this Agreement. There are no written or oral understandings directly or indirectly related to this Agreement that are not set forth herein. No change can be made to this Agreement other than in writing and signed by both parties.
18. Governing Law.
This Agreement shall be construed and enforced according to the laws of the State of ____________________ and any dispute under this Agreement must be brought in this venue and no other.
19. Headings in this Agreement
The headings in this Agreement are for convenience only, confirm no rights or obligations in either party, and do not alter any terms of this Agreement.
If any term of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then this Agreement, including all of the remaining terms, will remain in full force and effect as if such invalid or unenforceable term had never been included.
In Witness whereof, the parties have executed this Agreement as of the date first written above.
This review list is provided to inform you about this document in question and assist you in its preparation. Employment agreements are tricky contracts because while seemingly balanced, enforcement tends to work in favor of the employee but not for the employer. Non-compete and confidentiality clauses, for example, are often thrown out or their scope radically reduced by Courts. Payment obligations of the Employer are generally upheld to the last penny.
Notwithstanding the tables being tilted against the Employer in these Agreements, there are still good reasons for having them signed by key people. The main one is to get them to sign the non-compete and confidentiality clauses. Generally, as their tenure of employment grows, their ability to seriously harm your firm in competitive employer increases substantially.
In practical terms, I have always been able to get Employee agreement and signatures prior to starting employment. I have been rarely able to get these kinds of agreements signed after an employee has been employed for a while and then moves into a more senior position that suggests this kind of agreement is required. As a result, you are well advised to get this Agreement signed prior to the first day of physical work by Employee.
1. Make three copies. One for employee; one for their file; one for your home or office safe.
2. Non-Competes are often thrown out of Court or reduced in scope. Nevertheless, they are usually upheld when the violation is particularly clear and this is when you need it done most.
3. To risk stating the obvious, this Agreement should not be used with Consultants, independent contractors of any kind, or employees in a union.