7/31/2019 Sample Employment Agreement
1/2
DISCLAIMER: This is a sample agreement for educational,
informational or illustrative purposes only. It should
not be interpreted as legal advice or applicable to any
particular situation. Agreements are legal instruments that
should be tailored to specific factual inquiries. Moreover,
agreements are generally interpreted differently in
different jurisdictions. Hence, this sample is not a substitute
for the advice or consultation of a competent attorney.
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EMPLOYMENT AGREEMENT
Agreement made by and between , a corporation having a place of
business at
, (hereinafter the Corporation) and (hereinafter called the
Employee):
WITNESSETH:
In consideration of the covenants herein recited and the
Employee's affiliation and activities with the
Corporation, it is agreed as follows:
1. The Employee will perform for the Corporation such duties as
may be designated by the Corporation
from time to time, and agrees that he will promptly submit to
the corporation written disclosures of all
inventions, improvements and discoveries, whether or not
patentable, (hereinafter inventions) which are
made or conceived by him, alone or jointly with others, while
employed by the Corporation, and that title
to all such inventions that shall be within the existing
orcontemplated scope of the Corporation's businessor of companies
which the Corporation owns or controls at the time such inventions
are made orconceived or which result from or are suggested by any
work he or others may do for or on behalf of the
Corporation or such companies, together with such patent,
patents or other legal protection as may be
obtained thereon in the United States of America and all foreign
countries, shall belong to the Corporation
and that he will assign such title to the Corporation, and upon
request by the Corporation will at any time
during his employment with the Corporation and after its
termination for any reason, execute all proper
papers for use in applying for, obtaining, maintaining and
enforcing such patents or other legal protection
as the Corporation may desire and will execute and deliver all
proper assignments of such title, when so
requested by the Corporation, without remuneration but at the
expense of the Corporation.
2. The Employee agrees he will not disclose, or induce the
Corporation or companies that the Corporation
owns or controls to use, any secret, confidential or proprietary
information or trade secrets of others.
3. The Employee agrees that all memoranda, notes, records,
reports, drawings, or other writings or
documents, equipment, apparatus, products or materials and the
like, including copies thereof, made or
compiled by him or made available to him in the course of his
employment, shall be the property of the
Corporation and shall be delivered to the Corporation upon
termination of his employment or at any other
time upon request.
4. The Employee agrees that he will treat as confidential and
will not, without written approval of the
Corporation, use other than in the performance of his designated
duties to the Corporation, or publish,
disclose, copyright or authorize anyone else to use, publish,
disclose or copyright, either during his term
of employment or subsequent thereto any information relating to
inventions, processes, formulas,systems, plans, programs, studies,
techniques, "know-how" or trade secrets of the Corporation or
of
companies which it owns or controls or of their customers,
contractors, or of others with which the
Corporation or such companies have a business relation, or any
other information which the Corporation,
such companies, customers, contractors or others might prefer or
require remain undisclosed including
information relating to any of the activities, operations or
affairs of the Corporation or of such companies,
customers, contractors or others. The Employee also agrees that
he will diligently protect such
information against loss by inadvertent or unauthorized
disclosure and will comply with security
7/31/2019 Sample Employment Agreement
2/2
DISCLAIMER: This is a sample agreement for educational,
informational or illustrative purposes only. It should
not be interpreted as legal advice or applicable to any
particular situation. Agreements are legal instruments that
should be tailored to specific factual inquiries. Moreover,
agreements are generally interpreted differently in
different jurisdictions. Hence, this sample is not a substitute
for the advice or consultation of a competent attorney.
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regulations established by The United States Government and by
the Corporation, such companies,
customers, contractors and others for the purpose of protecting
such information. The Employee further
agrees to comply with United States Government laws and
regulations which control the export of
articles, materials and technical data.
5. The Employee agrees that the attached list is a complete
listing of all inventions owned by Employee
and made or conceived by him prior to his employment by the
Corporation, all of which are excluded
from the operation of this Agreement. It is understood and
agreed that all inventions not so listed are to be
subject to all the terms and conditions of this Agreement.
6. The Employee warrants that he has no agreement with any third
party which prevents the performance
of his obligations under this Agreement, except an agreement
with , a copy of which is
attached hereto.
7. If any provision of this Agreement is found to be invalid or
unenforceable, the remainder of this
Agreement shall be interpreted so as best to effect the intent
of the parties.
8. This Agreement expresses the complete understanding of the
parties with respect to the subject matter
and supersedes all prior proposals, agreements, representations
and understandings. This Agreement may
not be amended except in a writing signed by both parties.
9. The failure to exercise any right provided in this Agreement
shall not be a waiver of prior or
subsequent rights.
10. The law of the State of will govern the interpretation,
validity and effect of this
Agreement without regard to the place of execution or the place
of performance thereof.
11. This Agreement shall inure to the benefit of the successors
and assigns of the Corporation, and shallbe binding upon the heirs,
assigns, administrators and representatives of the Employee.
IN WITNESS WHEREOF, the Corporation has caused these presents to
be executed and the Employee
has hereunto set his hand and seal this day of , 20 .
[The Corporation] [The Employee]
(Signature/Title) (Signature)
(Typed or Printed Name) (Typed or Printed Name)
Date: Date:
