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Manager Employment Agreement

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MANAGER EMPLOYMENT AGREEMENT

This Manager Employment Agreement ("Agreement") is entered into as of Effective Date: by and between Company Name: , Entity Type: , with principal office at , and Manager Name: , residing at .

RECITALS

WHEREAS, Company is engaged in the business described as and desires to employ Manager to perform managerial duties on the terms set forth herein; and

WHEREAS, Manager represents that Manager has the qualifications and experience to perform the duties of the position and is willing to accept employment under the terms and conditions of this Agreement; and

WHEREAS, the parties intend by this Agreement to set forth the terms and conditions governing Manager's employment, compensation, and obligations regarding confidential information and invention assignment.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. POSITION AND DUTIES

1.1 Title and Duties. Company hereby employs Manager as . Manager shall report to and shall perform such lawful duties consistent with such position as Company may assign from time to time. Manager agrees to devote substantially all of Manager's business time, attention and skill to the performance of Manager's duties under this Agreement.

1.2 Location. The primary place of performance will be , provided that Manager may be required to travel on Company business as reasonably necessary.

2. TERM; AT-WILL; TERMINATION

2.1 Term. The employment of Manager by Company shall commence on Commencement Date: and shall continue until terminated in accordance with Section 2.2.

2.2 At-Will or Fixed Term. Employment is: . If fixed term is selected, termination shall be in accordance with Section 2.3 and subject to any severance provisions set forth herein.

2.3 Termination for Cause; Without Cause. Company may terminate Manager's employment for Cause immediately upon written notice to Manager. For purposes of this Agreement, "Cause" means (i) conviction of a felony or plea of nolo contendere to a felony, (ii) willful breach of material Company policy after written warning, (iii) gross negligence or willful misconduct in performance of duties, or (iv) intentional material breach of this Agreement. Company may also terminate without Cause upon written notice, subject to any severance obligations described in Section 10.

2.4 Termination for Death or Disability. This Agreement shall terminate automatically upon Manager's death. If Manager is unable to perform the duties under this Agreement by reason of physical or mental incapacity for a continuous period of days, Company may terminate this Agreement for Disability.

3. COMPENSATION

3.1 Base Salary. Company shall pay Manager an annual base salary of $, payable in accordance with Company's normal payroll practices, subject to applicable withholdings and deductions.

3.2 Bonus. Manager shall be eligible to participate in a discretionary performance bonus program with a target annual bonus equal to of base salary, subject to the terms of any plan or agreement and Company's discretion.

3.3 Equity. Company may grant equity awards to Manager under the terms of Company's equity plan. Any equity awards shall be evidenced by a separate award agreement which shall govern vesting, exercise, and other terms.

4. BENEFITS; VACATION; EXPENSES

4.1 Benefits. During the Term, Manager shall be eligible to participate in Company's employee benefit programs subject to the terms of those programs. Manager acknowledges that eligibility, coverage and benefits are governed by plan documents and Company policies.

4.2 Vacation. Manager shall be entitled to paid vacation days per calendar year, accrued and taken in accordance with Company policy.

4.3 Business Expenses. Company will reimburse Manager for reasonable and necessary business expenses incurred in the performance of Manager's duties in accordance with Company's expense reimbursement policy upon submission of appropriate documentation.

5. CONFIDENTIALITY; INVENTIONS; ASSIGNMENT

5.1 Confidential Information. Manager acknowledges that Manager will receive confidential, proprietary and trade secret information of Company ("Confidential Information"). Manager shall not, during or after the Term, disclose or use any Confidential Information except as required in the performance of Manager's duties or as authorized in writing by Company.

5.2 Assignment of Inventions. Manager agrees to disclose promptly and assign to Company all right, title and interest in and to all inventions, improvements, discoveries, works of authorship and other intellectual property conceived, developed or reduced to practice by Manager, alone or with others, during the Term and that relate to Company's business or actual or demonstrably anticipated research and development.

5.3 Survival. The obligations of confidentiality and assignment under this Section 5 shall survive termination of this Agreement indefinitely to the extent permitted by law.

6. RESTRICTIVE COVENANTS

6.1 Non-Competition. During the Term and for a period of months following termination for any reason, Manager shall not, directly or indirectly, within , engage in any business that is competitive with Company's business as conducted during the Term, provided such restriction is limited to the extent necessary to protect Company's legitimate business interests.

6.2 Non-Solicitation. For a period of months after termination, Manager shall not solicit or encourage any employee or consultant of Company to terminate their relationship with Company, nor shall Manager solicit Company's material customers or prospective customers with whom Manager had material contact during the last 12 months of employment.

7. INDEMNIFICATION; INSURANCE

7.1 Indemnification. To the extent permitted by applicable law, Company shall indemnify and hold harmless Manager from and against any losses, claims, damages or liabilities arising out of Manager's good faith performance of duties hereunder, provided Manager acted in a manner not involving willful misconduct or gross negligence.

7.2 Insurance. Company may, at its discretion, obtain directors' and officers' liability insurance or other insurance to cover Manager for acts or omissions in the performance of Manager's duties.

8. TERMINATION PAYMENTS; SEVERANCE

8.1 Accrued Obligations. Upon termination, Company shall pay Manager all accrued but unpaid base salary, earned but unpaid bonus (if payable under any plan), and reimbursable expenses through the effective date of termination.

8.2 Severance. If Manager is terminated without Cause or resigns for Good Reason (as defined below), Manager shall be entitled to severance equal to subject to Manager's execution of a release of claims in favor of Company. "Good Reason" shall include material reduction in duties, material reduction in compensation, or relocation of Manager's principal place of employment more than miles, without Manager's consent.

9. NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered to the parties at the following addresses (or to such other address as a party may specify in writing):

10. GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflicts of law principles. Any dispute arising out of or relating to this Agreement shall be resolved by binding arbitration administered in accordance with the rules selected by the parties, unless the parties mutually agree otherwise in writing.

11. MISCELLANEOUS

11.1 Entire Agreement. This Agreement, together with any equity award agreements or other written agreements expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral.

11.2 Amendments; Waiver. No amendment or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties. No waiver by either party of a breach of any provision hereof shall be deemed a waiver of any subsequent breach.

11.3 Severability. If any provision of this Agreement is held to be invalid or unenforceable under applicable law, such provision shall be stricken and the remaining provisions shall remain in full force and effect. The parties shall negotiate in good faith to replace any invalid provision with a valid provision that achieves, to the extent possible, the original intent.

11.4 Assignment. Manager shall not assign this Agreement or any rights hereunder without Company's prior written consent. Company may assign its rights and obligations under this Agreement to an affiliate or successor in connection with a merger, acquisition or sale of substantially all of Company's assets.

11.5 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. Facsimile or electronic signatures shall be binding for all purposes.

SIGNATURES

Company Name:

By:

Date:

Title:

Manager:

By:

Date:

Manager Title (if applicable):

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What the Manager Employment Agreement Covers

A Manager Employment Agreement is a written contract between an employer and an individual hired to serve as a manager or member of management. It defines the manager's position, duties, reporting relationships, compensation, benefits, term of employment, confidentiality and intellectual property assignments, dispute resolution, and termination terms. The agreement can be standalone or part of an offer package and often includes noncompete or non-solicitation restrictions, severance arrangements, and relocation or expense provisions. A clear written agreement reduces ambiguity about expectations and provides a basis for enforcing rights and obligations.

Why a Written Manager Employment Agreement Matters

A written agreement creates predictable terms for compensation, authority, and separation, reducing litigation risk and clarifying fiduciary duties. It preserves evidence of negotiated terms, supports compliance with wage and benefits law, and helps align expectations between employer and manager.

Why a Written Manager Employment Agreement Matters

Who typically completes a Manager Employment Agreement

Employers, HR professionals, hiring managers, and outside counsel commonly prepare and review manager agreements before a candidate accepts an offer.

  • Human Resources teams preparing consistent offer letters and standard clauses across managers.
  • Hiring executives negotiating role, scope, and performance expectations with new managers.
  • In-house or outside counsel reviewing compensation, restrictive covenants, and compliance.

Use the agreement when you need enforceable, written terms that go beyond a basic offer letter and when confidentiality, IP, or post-employment restrictions are required.

Core sections to include in a professional agreement

A comprehensive Manager Employment Agreement organizes obligations, pay, and protections into clear sections so each party understands rights and remedies.

Position

Title and reporting lines, scope of duties, full-time or part-time status, and any travel or relocation expectations in concrete terms to avoid ambiguity.

Compensation

Base salary, pay frequency, bonus or incentive program structure, equity grants or options, and the mechanics for timing, acceleration, or clawback of variable pay.

Benefits

Health insurance, retirement plans, paid time off, expense reimbursement, COBRA continuation and eligibility conditions for employer-provided benefits.

Term and Termination

Employment term (fixed or at-will), notice requirements, cause definitions, severance, and termination for convenience provisions including payout formulas.

Restrictive Covenants

Noncompete, nonsolicit, and confidentiality obligations with geographic and temporal limits drafted to align with state law enforceability.

IP and Confidentiality

Assignment of inventions, confidentiality obligations, permitted disclosures, return of company property, and remedies for breaches of proprietary protections.

Step-by-step: completing and finalizing the agreement

Follow these sequential steps to prepare, review, and finalize a manager employment agreement with minimal friction.

  • 01
    Draft core terms: Assemble position, pay, benefits, term, and restrictive covenant language.
  • 02
    Legal review: Have counsel review for compliance with state law and enforceability of restrictions.
  • 03
    Candidate review: Send the draft to the candidate for negotiation and confirm any agreed changes.
  • 04
    Execute and retain: Obtain signatures, provide a fully executed copy to the manager, and store the record securely.

Configure a digital signing workflow for this agreement

Set up fields and routing to capture signatures, initials, dates, and any witness or notary steps before sending for signature.

Field | Configuration Signature fields | Signature, date
Routing Order Sequential routing: Employer signatory first, then manager
Authentication Email link or SMS code; use stronger authentication for high-risk roles
Attachments Attach exhibits: job description, bonus plan, equity grant terms
Notifications Set reminders and final completed-document distribution to HR and legal

Typical sending and signing flow

A straightforward signing flow reduces signer friction and ensures the agreement is fully executed and archived.

  • Upload: Upload the agreement PDF or DOCX into the eSignature platform.
  • Place fields: Add signature, initial, date, and checkbox fields for each party.
  • Set signer emails: Define signer roles and the order of completion if sequential signing is required.
  • Send and complete: Platform notifies signers; an audit trail records each action and timestamp.

Technical considerations for secure eSigning

Choose a platform that supports secure audit trails, appropriate signer authentication, and long-term archiving for legal records.

  • Authentication Options: Email, SMS code, or stronger verification where required.
  • Audit Trail: Timestamped logs showing signer actions and IP addresses.
  • Document Formats: Accepts PDF and DOCX for import and signed output.

Verify the platform supports your compliance needs (e.g., ESIGN/UETA, HIPAA BAA if required), provides secure storage, and integrates with HR or document management systems for retention.

Key timing and deadline items to track

Track critical dates that affect benefits eligibility, verification, notice periods, and statutory filings to avoid compliance gaps.

Effective / Start Date:

Date employment and obligations begin; use MM/DD/YYYY format.

I-9 Completion:

Complete Section 1 and employer review within required timeframe after hire.

Benefits Enrollment Deadline:

New hire deadlines vary; typically within 30–60 days of start date.

Notice Periods:

Calculate notice windows for resignation and termination per agreement.

Record Retention Start:

Preserve executed agreement from signature date for required retention periods.

Common drafting and process mistakes to avoid

  • Using vague compensation language that fails to specify salary, payment schedule, or bonus calculation, creating disputes at payout time.
  • Overbroad restrictive covenants with excessive geographic or temporal scope that may be unenforceable under state law.
  • Failing to align job duties and authority in the agreement with organizational reporting structures and job descriptions.
  • Neglecting to include a clear signature block or using only initials where full execution is required, complicating enforcement.

Risks and consequences of an incorrect agreement

Unenforceable Restriction: Clause struck down
Wage Claims: Back pay and penalties
Benefit Disputes: Coverage or enrollment issues
Litigation Costs: Attorney fees and damages
Data Breach: HIPAA or privacy exposure
Reputational Harm: Employee relations fallout

Essential data fields to protect and verify

Employee ID: Use secure HR identifier
SSN / TIN: Limit access; encrypt storage
Bank Account: For payroll ACH only
Compensation Data: Confidential salary details
Tax Status: Exemptions and withholding info
Signed Record: Store executed PDF securely

Who may have authority to sign

Employer Representative

Chief People Officer, CEO, or authorized HR director typically signs for the employer; signature authority should be documented in corporate resolution or delegation policy to confirm enforceability.

Manager / Employee

The incoming manager signs to accept the terms; if signing on behalf of a separate entity, include title and capacity language to clarify the binding role.

Real-world examples of digital execution and storage

Organizations across sizes use eSigning to finalize manager agreements quickly while preserving audit trails and secure archives.

Optica Ventures (COO)

The interface is simple and easy-to-use for our team, and customers can sign without training.

  • Operational efficiency improved internal turnaround by days.
  • Optica stores executed agreements with audit trails and reduced back-and-forth while maintaining secure copies for HR and legal review.

Martin Properties (Founder)

I can process and execute documents online with full compliance for property managers.

  • Mobile signing enables field execution.
  • The team now completes manager agreements remotely, provides immediate copies to new hires, and keeps signed records in a centralized, auditable location.

Select eSignature solution pricing and capability snapshot

Basic pricing and feature availability across common eSignature vendors to assist budgeting and capability comparisons for executing Manager Employment Agreements.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day free trial No No No Yes, limited
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No
Envelope Cap No cap 100 envelopes/user/year Varies by plan Varies by plan Varies by plan

Frequently asked questions about Manager Employment Agreements

Answers to common practical and legal questions employers and managers have when preparing and executing a Manager Employment Agreement.


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