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An offer of at-will employment for an Employer hiring an Employee to work in the United States, setting out position, start date, pay and FLSA classification, benefits, offer conditions, confidentiality, invention assignment with state-law exclusions, optional California terms, and governing law that defaults to the law of the Employee's work state (Delaware, New York or California law may be chosen).
Delaware, United States · New York, United States · California, United States · United States (Federal)
Highlighted blanks are the details your parties fill in.
This agreement is dated the date on which it is signed by the last of the parties.
This agreement is made between [TO BE CONFIRMED — Employer legal name and details] (the "Employer") and [TO BE CONFIRMED — Employee full name and address] (the "Employee").
"Position" means [TO BE CONFIRMED — Job title].
"Duties" means [TO BE CONFIRMED — Principal duties].
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An offer of employment for an Employer registered in the ADGM hiring an Employee under the ADGM Employment Regulations 2024: role, indefinite or fixed term, probation, salary, hours, leave, end-of-service gratuity or elected pension scheme, notice, repatriation flight, confidentiality, intellectual property, optional restrictions, ADGM law and ADGM Courts.
"Start Date" means [TO BE CONFIRMED — Start date].
"Work Location" means [TO BE CONFIRMED — Work location (office address, or remote from a stated state)].
"Employment Type" means full-time.
"Base Salary" means [TO BE CONFIRMED — Base salary or hourly rate] per year.
"Pay Schedule" means the Employer's regular payroll schedule for similarly situated employees, as in effect from time to time.
"FLSA Classification" means [TO BE CONFIRMED — FLSA classification].
"Bonus Opportunity" means [TO BE CONFIRMED — Bonus opportunity (target, criteria and timing)].
"Sign-On Bonus" means [TO BE CONFIRMED — Sign-on bonus].
"Repayment Period" means the 12 months starting on the Start Date.
"Equity Award" means [TO BE CONFIRMED — Equity award (type, number, vesting)].
"PTO Entitlement" means paid time off in accordance with the Employer's paid time off policy as in effect from time to time.
"Acceptance Deadline" means [TO BE CONFIRMED — Offer acceptance deadline].
"Resignation Notice" means two weeks.
"Severance Terms" means [TO BE CONFIRMED — Severance terms].
"Restricted Period" means 12 months.
"Governing Law" means the law of the state in which the Employee primarily lives and works.
"Dispute Forum" means the county and state in which the Employee primarily works.
The Employer offers the Employee employment in the Position on the terms of this agreement. The Employee will report to the Reporting Manager and will perform the duties customarily associated with the Position, together with other lawful duties consistent with the Position that the Employer reasonably assigns.
The Employee's principal duties are the Duties.
The Employee's employment will be on a full-time or part-time basis as stated in the Employment Type. During working hours the Employee will devote their working time and attention to the Employer's business. The Employee must not undertake other paid work that conflicts with their duties or with the Employer's business interests without the Employer's prior written consent, except as applicable law permits.
The Employee will work at the Work Location. The Employer may change the Employee's work location on reasonable notice, in accordance with applicable law and after consulting the Employee about any change that would require relocation.
The Employee's employment will begin on the Start Date, or on another date the parties agree in writing.
This offer lapses unless the Employee accepts it by signing and returning this agreement on or before the Acceptance Deadline.
The Employee's employment is at will. Either the Employee or the Employer may end the employment at any time, with or without cause and with or without advance notice. No policy, handbook, statement or practice of the Employer changes the at-will nature of the employment. It can be changed only by a written agreement that expressly refers to it and is signed by the Employee and an authorized officer of the Employer.
The Employer asks the Employee to give at least the Resignation Notice in writing before resigning. This request does not change the at-will nature of the employment. If the Employer decides to end the employment before the end of that notice, it will pay the Employee's Base Salary for the remainder of the notice the Employee gave, up to the Resignation Notice.
The Employer will pay the Employee the Base Salary, less applicable withholdings and authorized deductions, in accordance with the Pay Schedule. The Employer will review the Base Salary from time to time and may adjust it with prospective effect in accordance with applicable law.
For the purposes of the Fair Labor Standards Act and applicable state wage-and-hour law, the Position is classified in accordance with the FLSA Classification. If the Position is non-exempt, the Employer will pay overtime and provide meal and rest periods as applicable law requires, and the Employee must accurately record all hours worked and must not work unrecorded time.
Where the law of the state in which the Employee works requires a written notice of pay rate, payday and other wage information at hiring, including section 195(1) of the New York Labor Law and section 2810.5 of the California Labor Code, the Employer will give that notice separately, in the form and language that law requires.
The Employee will be eligible for the Bonus Opportunity on the criteria and timing it states. Any bonus earned will be paid, less applicable withholdings, no later than March 15 of the calendar year after the year in which it is earned.
The Employer will pay the Employee the Sign-On Bonus, less applicable withholdings, within 30 days after the Start Date.
If, before the end of the Repayment Period, the Employee resigns or the Employer ends the employment for misconduct, the Employee must repay the gross Sign-On Bonus pro-rated for the part of the Repayment Period not served, without interest. This applies only to the extent the law of the state in which the Employee works permits, and the Employer will not recover it by deduction from wages unless that law allows.
Subject to approval by the Employer's board of directors or its authorized committee, the Employer will grant the Employee the Equity Award under the Employer's applicable equity incentive plan. The plan and a separate award agreement will govern the Equity Award, including vesting, exercise, forfeiture and treatment on termination. No grant is made unless and until all required approvals have been obtained.
The Employee will be eligible to participate in the employee benefit plans and programs that the Employer makes available to similarly situated employees, subject to the terms and eligibility requirements of those plans. The Employer may amend or end any plan or program in accordance with its terms and applicable law.
The Employee will be entitled to the PTO Entitlement, and to any paid sick leave, family leave or other leave that applicable law requires.
The Employer will reimburse the reasonable and necessary business expenses the Employee incurs in performing their duties, in accordance with the Employer's expense policy and applicable law.
This offer and the Employee's employment are conditional on the Employee providing documents that establish their identity and authorization to work in the United States, as required to complete Form I-9, within three business days after the Employee's first day of work for pay.
This offer is also conditional on the satisfactory completion of a background check, conducted with the Employee's written authorization and in compliance with the Fair Credit Reporting Act and applicable state and local law, including fair-chance hiring law. Before withdrawing the offer on the basis of the check, the Employer will follow the notice, assessment and response process that applicable law requires.
The Employee confirms that accepting this offer and performing the Position will not breach any agreement or obligation the Employee owes to another person, and that the Employee has told the Employer about any non-competition, non-solicitation or confidentiality obligation that could affect the Position.
The Employee must not bring to the Employer, or use in performing their duties, any confidential information, trade secret or property belonging to a former employer or any other third party without that person's authorization.
During and after the employment, the Employee must keep confidential, and use only to perform their duties, all non-public information about the Employer, its affiliates and their business, customers, suppliers, personnel, technology, finances and plans that the Employee obtains through the employment ("Confidential Information"). Confidential Information does not include information that is or becomes public other than through the Employee's breach, or the general skills, knowledge and experience the Employee acquires during the employment.
When the employment ends, or earlier if the Employer asks, the Employee must return all Employer property and Confidential Information in their possession or control and, after giving the Employer a copy if it asks, permanently delete any Confidential Information held on personal devices or accounts.
Nothing in this agreement prevents the Employee from reporting a possible violation of law to, filing a charge or complaint with, communicating with, or participating in an investigation by a government agency; from receiving an award for information provided to a government agency; from discussing or disclosing wages or other terms and conditions of employment, or information about harassment, discrimination or any other conduct the Employee reasonably believes is unlawful; or from exercising rights under Section 7 of the National Labor Relations Act.
Under 18 U.S.C. section 1833(b), an individual is not held criminally or civilly liable under any federal or state trade secret law for disclosing a trade secret in confidence to a federal, state or local government official, directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law, or in a complaint or other document filed under seal in a lawsuit or other proceeding. An individual who sues an employer for retaliation for reporting a suspected violation of law may disclose the trade secret to their attorney and use it in the court proceeding if the individual files any document containing the trade secret under seal and does not disclose it except under court order.
The Employee assigns, and agrees to assign, to the Employer all right, title and interest in all inventions, works of authorship, designs, software, data, know-how and other work product, and all intellectual property rights in them, that the Employee creates, conceives or reduces to practice, alone or with others, during the employment and that relate to the Employer's actual or reasonably anticipated business, research or development, result from work performed for the Employer, or are made using the Employer's equipment, facilities, supplies or confidential information ("Employer Inventions"). Copyrightable Employer Inventions created within the scope of the employment are works made for hire to the extent the law allows.
The assignment in this Inventions clause does not apply to an invention that qualifies fully for exclusion under section 2870 of the California Labor Code, section 805 of title 19 of the Delaware Code, section 203-f of the New York Labor Law, or any similar law of the state in which the Employee works. In general, those laws exclude an invention that the Employee develops entirely on their own time without using the Employer's equipment, supplies, facilities or trade secret information, unless it relates, when conceived or reduced to practice, to the Employer's business or actual or demonstrably anticipated research or development, or results from work the Employee performs for the Employer. This clause is the written notice of that exclusion.
Before the Start Date, the Employee may give the Employer a written list of inventions they made before the employment that they wish to exclude from this agreement. If the Employee incorporates any invention or material they own into Employer work product, the Employee grants the Employer a non-exclusive, perpetual, irrevocable, worldwide, royalty-free, transferable and sublicensable licence to use and exploit it as part of that work product.
The Employee must promptly disclose each Employer Invention to the Employer. During and after the employment, at the Employer's expense, the Employee must sign the documents and take the other reasonable steps the Employer requests to perfect, register, maintain and enforce its rights in Employer Inventions. To the extent the law allows, the Employee waives, and agrees not to assert against the Employer or its licensees, any moral rights in Employer Inventions.
During the employment and for the Restricted Period after it ends, the Employee must not, directly or through others, solicit any employee of the Employer with whom the Employee worked during the last 12 months of the employment to leave the Employer. A general advertisement or search not targeted at those employees is not a breach. This clause applies only to the extent permitted by the law of the state in which the Employee primarily lives and works.
If the Employer ends the Employee's employment without cause, the Employer will provide the Severance Terms. The Employer's obligation is conditional on the Employee signing, and not revoking, a separation agreement containing a general release of claims in a form reasonably acceptable to the Employer, within the period the Employer specifies in accordance with applicable law, and on the Employee's continued compliance with the Confidentiality and Inventions clauses.
All payments under this agreement are subject to applicable tax withholdings and authorized deductions.
The parties intend payments under this agreement to be exempt from, or to comply with, Section 409A of the Internal Revenue Code, and this agreement is to be interpreted accordingly. Each payment under this agreement is a separate payment for the purposes of Section 409A. The Employer does not guarantee any particular tax treatment.
The Employee must comply with the Employer's lawful written policies and procedures as in effect from time to time. If a policy conflicts with this agreement, this agreement prevails.
A notice under this agreement must be in writing and delivered by hand, by nationally recognized overnight courier or by email, to the Employer at its principal office for the attention of its head of human resources, and to the Employee at the most recent home address or personal email address in the Employer's records.
This agreement, together with any plan and award documents it refers to, is the entire agreement between the parties about the Employee's employment and supersedes all earlier offers, representations and discussions about it.
The Employer may change the Employee's compensation, benefits, duties, title, reporting line, work location and policies with prospective effect, in accordance with applicable law. Any other change to this agreement must be in writing and signed by the Employee and an authorized officer of the Employer.
The Employer may assign this agreement to a successor to all or substantially all of its business or assets. The Employee may not assign this agreement.
If any provision of this agreement is held invalid or unenforceable, it is to be modified to the minimum extent necessary to make it enforceable, and the rest of this agreement remains effective. This agreement may be signed in counterparts and by electronic signature.
This agreement is governed by the Governing Law, without regard to its conflict-of-laws rules, except to the extent the law of the state in which the Employee primarily lives and works requires that its own law apply.
If the Employee primarily lives and works in California, California law governs this agreement and any dispute arising in California must be decided in California, unless the Employee was individually represented by a lawyer in negotiating this agreement. Nothing in this agreement restrains the Employee from engaging in a lawful profession, trade or business of any kind after the employment ends.
Subject to any contrary requirement of the law of the state in which the Employee primarily lives and works, the state and federal courts located in the Dispute Forum have exclusive jurisdiction over any dispute arising out of or relating to this agreement or the Employee's employment, and each party consents to their personal jurisdiction and venue.
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