Employment Long Term Services Agreement

EMPLOYMENT LONG TERM SERVICES AGREEMENT

This Employment Long Term Services Agreement (the "Agreement") is entered into as of Effective Date: between Employer Name: with principal business address: and Employee Name: residing at: .

RECITALS

WHEREAS, Employer desires to retain Employee to perform the services described herein on a long term basis; and WHEREAS, Employee desires to perform such services subject to the terms and conditions set forth in this Agreement. The parties agree as follows.

1. TERM

The term of this Agreement shall commence on Start Date: and, unless earlier terminated in accordance with Section 10, shall continue for a period of (the "Initial Term"). Thereafter the Agreement shall .

2. POSITION, DUTIES AND LOCATION

3. COMPENSATION

Employer shall pay Employee a base salary of $ per year, payable in accordance with Employer's regular payroll schedule: . Any variable compensation, bonus targets, commission structure, and applicable performance metrics are described in the Compensation Addendum below or as otherwise agreed in writing.

4. BENEFITS AND EXPENSES

Employee will be eligible to participate in Employer's benefit programs subject to the terms of those plans and applicable eligibility rules. Benefits may include:

Health Insurance    Dental Insurance    Retirement Plan    Paid Time Off

5. EMPLOYMENT STATUS; AT-WILL

Employment is at-will unless a separate written agreement signed by Employer's authorized representative states otherwise. Either Employer or Employee may terminate the employment relationship at any time, with or without cause and with or without notice, subject to any express termination provisions set forth in Section 10.

6. CONFIDENTIALITY; PROPRIETARY RIGHTS

Employee will have access to confidential and proprietary information of Employer. Employee shall not disclose, use, or permit the use of such information except as reasonably necessary to perform duties under this Agreement. Upon termination, Employee shall promptly return all Employer property and Confidential Information. For purposes of this Agreement, "Confidential Information" includes trade secrets, client lists, pricing, technical data, business plans, and other non-public information.

7. INTELLECTUAL PROPERTY

Employee agrees that all work product, inventions, discoveries, developments, designs, improvements, and other intellectual property created, conceived, developed or reduced to practice by Employee during the Term and within the scope of employment shall be the exclusive property of Employer. Employee hereby assigns and agrees to assign to Employer all rights, title and interest in such intellectual property and agrees to execute documents necessary to effectuate such assignment.

8. NON-COMPETE AND NON-SOLICITATION

During the Term and for a period of following termination, Employee will not directly or indirectly compete with Employer's business or solicit Employer's employees or clients within the geographic area where Employer conducts business, except as limited by applicable law. The parties acknowledge that the restrictions are reasonable and necessary to protect Employer's legitimate business interests.

9. TERMINATION

Either party may terminate this Agreement as provided herein. Termination for Cause may occur immediately upon written notice where Cause is defined as material breach, willful misconduct, fraud, or gross negligence. Termination without Cause requires prior written notice, unless otherwise agreed. Employer's obligations upon termination are limited to compensation and benefits earned through the effective date of termination, subject to any severance provisions described in this Agreement.

10. BACKGROUND AND REFERENCES; AUTHORIZATION

Employee authorizes Employer to conduct employment-related background checks, reference checks, and verification of academic and employment history. Employee hereby certifies that all information provided to Employer is true, complete and correct. Employee consents to Employer's contacting prior employers, educational institutions, and listed references.

I consent to background checks and contact of prior employers and references.

11. REPRESENTATIONS; WARRANTIES; INDEMNIFICATION

Employee represents and warrants that Employee is not subject to any agreement, obligation, order or restriction that would prevent or impair performance under this Agreement. Employee shall indemnify and hold Employer harmless from any claims arising from Employee's breach of this Agreement, negligence, or willful misconduct.

12. EQUAL OPPORTUNITY STATEMENT

Employer is an equal opportunity employer. Employer does not unlawfully discriminate on the basis of race, color, religion, sex, national origin, age, disability, genetic information or any other protected characteristic under applicable law.

13. MISCELLANEOUS

Governing Law: This Agreement will be governed by and construed in accordance with the laws of the state identified below without regard to conflict of law principles. Any dispute arising under this Agreement shall be resolved first by good faith negotiation and, if unresolved, by binding arbitration or in a court of competent jurisdiction as elected by Employer, consistent with applicable law. If any provision is held invalid, the remaining provisions shall remain in full force and effect. This Agreement, together with any written addenda, constitutes the entire agreement between the parties and supersedes prior negotiations or agreements.

PERSONAL INFORMATION

EMPLOYMENT HISTORY

Dates Employed: From to

Dates Employed: From to

EDUCATION

REFERENCES

APPLICANT CERTIFICATION & AUTHORIZATION

I certify that all information provided in this Agreement and any attachments is true, correct and complete to the best of my knowledge. I understand that misrepresentations or omissions may result in revocation of any offer or termination of employment. I authorize Employer to verify any information provided and to obtain consumer and/or investigative background reports where permitted by law.

I certify the above statements and authorize background checks and reference verification.

By signing below, the parties acknowledge that they have read, understood, and agree to be bound by the terms of this Agreement.

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