This is an agreement between an employer and an executive which establishes that either party can end the employment relationship at anytime without advance notice. Additionally, this agreement includes a car allowance whereby the employer pays for the executive’s business vehicle. This agreement allows for customization by allowing the parties to include the job duties and other essential functions of the executive. The employment relationship can end at any time, for any reason permitted by law, with or without cause and with or without notice. This agreement is ideal for small businesses and other entities that want to establish “at will” employment with their executives while compensating their business vehicle.
This is an agreement between an employer and an executive which establishes that either party can end the employment relationship at anytime without advance notice. Additionally, this agreement includes a car allowance whereby the employer pays for the executive’s business vehicle. This agreement allows for customization by allowing the parties to include the job duties and other essential functions of the executive. The employment relationship can end at any time, for any reason permitted by law, with or without cause and with or without notice. This agreement is ideal for small businesses and other entities that want to establish “at will” employment with their executives while compensating their business vehicle. AT-WILL EXECUTIVE EMPLOYMENT AGREEMENT WITH CAR ALLOWANCE THIS AT-WILL EXECUTIVE EMPLOYMENT AGREEMENT WITH CAR ALLOWANCE (this “Agreement”) is made and entered into as of _________ day of ____________, ______ (the “Effective Date”) by and between ____________________ (the “Employer” or the “Company”) and ___________________ (the “Executive”). Recitals WHEREAS, Employer wishes to hire Executive on the terms and conditions of this Agreement; WHEREAS, Executive wishes to work for Employer as provided on terms and conditions of this Agreement; NOW THEREFORE, in consideration of the mutual promises, covenants, warranties, and other good and valuable consideration as set forth herein, Employer and Executive hereby agree as follows: Terms 1. DESCRIPTION OF DUTIES A. Name of Position. The Executive shall be employed in the capacity of: ___________________________________ [NAME OF POSITION]. B. Essential Job Functions and Duties. The essential job functions or duties of this position are as follows: ___________________________________ ___________________________________ ___________________________________ [DESCRIBE ESSENTIAL JOB FUNCTIONS]. C. Duty of Loyalty and Best Efforts. The Executive shall devote the Executive's best efforts and substantially all of the Executive's working time to performing the duties on behalf of Employer. 2. COMPENSATION A. Base Compensation. Executive shall receive a salary of __________ ($____) dollars per month payable in equal installments on the _______ of each month, payable in equal installments in accordance with the ordinary and customary payroll © Copyright 2013 Docstoc Inc. 2 practices of the Employer. Employer shall deduct or withhold from compensation any and all sums required for Federal income and Social Security taxes, as well as all state or local taxes. B. Commission. As additional compensation for services to be rendered under this Agreement, Executive shall be entitled to a commission income on the following basis: _____________________________________________. [State basis of commissions]. C. Incentive Compensation. As additional compensation to provide incentives for Executive to extend his/her best efforts to work to increase the profits of the Company, Executive shall be eligible to receive incentive compensation in accordance with the terms and conditions of the Company's Senior Executive Incentive Compensation Plan (the "Plan"), as the Plan has been established by the Company and as it may be revised from time to time. A copy of the Plan shall be delivered to Executive along with this Agreement and a copy of any revisions shall be provided to Executive when such revisions become effective. Executive shall have __________participation points in the Plan. Executive's participation in the Plan and the number of participant points are subject to revision or adjustment by the Compensation Committee of the Company's Board of Directors at the Committee's discretion. D. Expense Reimbursement. Executive shall be entitled to reimbursement of any or all reasonable expenses authorized and reasonably incurred expenses incurred in the performance of his/her duties under this Agreement, subject to reasonable expense reimbursement policies as may be instituted from time to time by Employer. To receive reimbursement, Executive shall timely provide Employer with an itemized account of all expenditures and receipts. E. Salary Adjustments. Employer may at times adjust salaries depending on overall company performance, performance of Executive and other competitive factors. F. Exclusive Service. Executive agrees that, while employed by the Company, Executive's entire time and best efforts will be devoted to the performance of the duties specified hereunder, it being understood that the Company shall be entitled to and Executive agrees to give exclusive service to the Company. Executive specifically agrees, while employed by the Company, not to participate in the organization or operation of any competing business and to promptly disclose to the Company any plans which Executive may have to engage in any competitive business. 3. BENEFITS A. Insurance. To the extent offered and maintained by the Company, Employee shall be entitled to participate in the Company's medical and dental plans, life and disability © Copyright 2013 Docstoc Inc. 3 insurance plans and retirement plans pursuant to their terms and conditions. Employee shall be entitled to participate in any other benefit plan offered by the Company to its employees during the term of this Agreement, other than stock option or stock incentive plans. Nothing in this Agreement shall be construed as requiring the Company or any affiliate of the Company to offer or maintain any particular employee benefit plan or program or preclude the Company from terminating same from time to time. B. Vacation. Employee shall be entitled to _______________ ( ) weeks of vacation each year of full employment, exclusive of legal holidays, as long as the scheduling of Employee's vacation does not interfere with the Company's normal business operations. C. Executive Vehicle Policy. Executive shall be entitled to a car allowance of _____________ ($________) dollars per_______________ [MONTH/YEAR], which shall be paid periodically together with his or her salary. Also, the Company agrees to pay an automobile insurance of up to _____________ ($________) dollars per year for Executive’s primary business vehicle, and to provide a gasoline credit card for business use. 4. TERMINATION “At Will” Employment. Executive’s employment with Employer is “at will.” “At will” is defined as allowing either Executive or Employer to terminate the Agreement at any time, for any reason permitted by law, with or without cause and with or without notice. 5. SEVERANCE A. Company Obligations. If Executive is terminated for reasons other than good cause, or if Executive terminates his employment within ninety (90) days after Executive suffers an adverse change in employment circumstances, and in consideration of Executive's compliance with Executive's execution of a General Release in favor of the Company and its affiliates, officers and directors, the Company shall pay Executive an amount equal to __________ _ (____%) percent of the aggregate of Executive's salary, incentive compensation and long-term incentive compensation, which was payable for the ________quarters prior to Executive's date of termination. B. Payment of Severance Payment. The Severance Payment shall be paid in ____ equal installments, the first of which shall be paid within thirty (30) days after the termination date. The other three installments will be paid six months, twelve months and twenty-four (24) months after the termination date, respectively. Executive agrees that in the event that Executive breaches any provision of this Agreement or of the general release, his right to receive future installments of the Severance Payment shall terminate as of the date of such breach. © Copyright 2013 Docstoc Inc. 4 C. Continuation of Benefits. Company, at its expense, shall continue health, insurance and other welfare benefits and contributions to the applicable retirement plan(s) for the benefit of Executive and his family at the same level as would have occurred had there been no employment termination for the period until the date the final installment of the Severance Payment is paid. D. Non-Competition. In consideration for his entitlement to receive the Severance Payment, Executive agrees that for a period of __________ ( ) months following the Termination Date, Executive will not engage, directly or indirectly, as an individual or representative or employee of others, in the business of designing, manufacturing or selling products in competition with the Company or any of its subsidiaries in any geographic area where the Company or such subsidiary is doing business. 6. COVENANTS A. Non-Disclosure of Proprietary or Confidential Information. Executive agrees not to use, disclose or communicate, proprietary or confidential information about Employer, its operations, customers, or any other proprietary or confidential information, that relate to Employer’s business. Executive understands and that any breach of this provision, or of any other Confidentiality or Non-Disclosure Agreement, is a material breach of this Agreement. B. Non-Solicitation of Employer’s Customers. Executive agrees that for a period of _____________ ( ) months following termination of employment, for any reason whatsoever, Executive will not solicit customers or clients of Employer. C. Non-Recruit Covenant. Executive agrees not to recruit any of Employer’s employees for the purpose of any outside business either during or for a period of ____________ ( ) months after Executive’s term of employment with Employer has terminated. 7. INDEMNIFICATION AND HOLD HARMLESS Executive hereby agrees to indemnify, defend, save, and hold harmless Employer, its shareholders, officers, directions, and other agents from and against all claims, liabilities, causes of action, damages, judgments, attorneys’ fees, court costs, and expenses which arise out of or are related to the Executive’s performance of job functions or duties under this Agreement, failure to perform job functions or duties as required, or result from conduct while engaging in any activity outside the scope of this Agreement, before, during or after the termination of this Agreement. Executive understands that this obligation of indemnification survives the expiration or termination of this Agreement. 8. MEDIATION AND BINDING ARBITRATION In the event a claim or dispute shall arise between the parties to this Agreement, arising out of or relating to this Agreement, or the breach thereof, the parties agree to participate © Copyright 2013 Docstoc Inc. 5 in mediation or binding arbitration prior to filing a formal complaint in a court of law. The parties agree to share equally in the costs of mediation or arbitration. 9. LIMITATION OF DAMAGES Executive agrees and stipulates that any remedies they may have for the breach of any employment related obligation, whether under law or by way of contract, shall be limited to the equivalent of ________ ( ) months’ salary of Executive where allowed by law. This limitation is inclusive of any claims for special damages, general damage, compensatory damage, loss of income, emotional damage, or punitive damages. 10. ATTORNEYS’ FEES AND COSTS Executive and Employer agree that should any action be instituted by either party against the other regarding the enforcement of the terms of this Agreement, the prevailing party shall be entitled to all of its expenses related to such litigation including, but not limited to, reasonable attorneys' fees and costs, both before and after judgment. 11. MISCELLANEOUS PROVISIONS A. Notices. Notices shall be sent to the parties at the following addresses: For Employer: _____________________ _____________________ _____________________ For Executive: _____________________ _____________________ _____________________. B. Severability. To the extent that any provision hereof is deemed unenforceable, all remaining provisions of this Agreement shall not be affected thereby and shall remain in full force and effect. C. Waiver of Breach. The waiver by Employer of a breach of any provision of this Agreement by Executive shall not operate as a waiver of any subsequent breach by the Executive. No waiver shall be valid unless placed in writing and signed by Employer. 12. GOVERNING LAW, CONSENT TO JURISDICTION AND VENUE This Agreement shall be construed in accordance with, and governed in all respects by, the laws of the State of___________, without regard to conflicts of law principles. The parties voluntarily consent to the jurisdiction of state and federal courts in the State of © Copyright 2013 Docstoc Inc. 6 ___________.The Parties further agree and consent that venue of any action hereunder shall be exclusively in the County of_______, in the State of ________. 13. ENTIRE AGREEMENT This Agreement constitutes the entire agreement, and supersedes any prior understanding or representation of any kind preceding the date of this Agreement. There are no other promises, conditions, understandings or other agreements, whether oral or written, relating to the subject matter of this Agreement. IN WITNESS WHEREOF, each of Employer and Executive have executed this Agreement as of the date first above written. EMPLOYER EMPLOYEE ____________________________ ____________________________ [NAME] [NAME] © Copyright 2013 Docstoc Inc. 7
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