AT-WILL EMPLOYMENT AGREEMENT
(Arkansas)
[// GUIDANCE: This template is drafted to comply with Arkansas employment law, including statutory restrictions on non-competition agreements and final wage payment timing. All bracketed items should be completed or revised to fit the specific engagement. Remove guidance comments before final execution.]
TABLE OF CONTENTS
- Document Header
- Definitions
- Employment Terms
- Compensation & Benefits
- Company Policies & Compliance
- Termination
- Restrictive Covenants
- Intellectual Property
- Indemnification
- Limitation of Liability
- Dispute Resolution
- Miscellaneous
- Execution Block
1. DOCUMENT HEADER
AT-WILL EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of [EFFECTIVE DATE] (the “Effective Date”) by and between [LEGAL NAME OF EMPLOYER], an [ENTITY TYPE] organized under the laws of Arkansas with its principal place of business at [ADDRESS] (“Employer”), and [LEGAL NAME OF EMPLOYEE], an individual residing at [ADDRESS] (“Employee”) (collectively, the “Parties,” and each, a “Party”).
Recitals
A. Employer desires to employ Employee, and Employee desires to accept such at-will employment, on the terms and conditions set forth herein.
B. The Parties acknowledge the sufficiency of the mutual promises contained herein as good and valuable consideration.
NOW, THEREFORE, in consideration of the foregoing and the mutual covenants herein, the Parties agree as follows:
2. DEFINITIONS
For purposes of this Agreement, the following terms have the meanings set forth below. Capitalized terms not defined in this Section have the meanings assigned elsewhere herein.
“Applicable Law” means (i) all federal, state, and local statutes, regulations, and ordinances, and (ii) common-law doctrines, in each case as in effect from time to time, including the Arkansas Payment of Wages Act and the Arkansas Non-Compete Act.
“Cause” means (a) Employee’s willful misconduct or gross negligence in the performance of duties; (b) material breach of this Agreement or Company policy; (c) commission of any felony or crime involving moral turpitude; or (d) any act or omission that, in Employer’s reasonable judgment, causes material harm to Employer’s reputation or business.
“Competitive Business” means any business or enterprise that [DESCRIBE LINE OF BUSINESS].
“Confidential Information” means all non-public, proprietary, or trade-secret information of Employer, in whatever form.
“Restricted Period” means the period commencing on the date of Employee’s termination and continuing for [up to 24 months—Arkansas statutory presumption of reasonableness] thereafter.
“Territory” means [e.g., the State of Arkansas and any state in which Employer conducts business during the one-year period preceding termination].
3. EMPLOYMENT TERMS
3.1 Position & Duties. Employer hereby employs Employee as [TITLE]. Employee shall faithfully perform the duties customarily associated with such position and such additional duties as Employer may reasonably assign, reporting to [TITLE].
3.2 Work Location. The primary place of employment shall be [ADDRESS OR “Remote within Arkansas”], subject to reasonable travel.
3.3 At-Will Employment. Employment under this Agreement is “at-will,” meaning that either Party may terminate the employment relationship at any time, with or without Cause or prior notice, except as limited by Applicable Law (including the public policy exception to at-will employment recognized by Arkansas courts and any statutory prohibitions on retaliatory discharge).
[// GUIDANCE: Arkansas recognizes an at-will employment doctrine with a narrow public-policy exception. No “implied contract” exception exists unless express promises are made; maintain clear disclaimers to preserve the at-will nature.]
4. COMPENSATION & BENEFITS
4.1 Salary. Employer shall pay Employee a base salary of $[AMOUNT] per [PAY PERIOD], less all required withholdings (“Salary”).
4.2 Bonus. Employee [is/is not] eligible to participate in Employer’s discretionary bonus plan, as amended from time to time.
4.3 Benefits. Employee shall be eligible for standard employee benefits, subject to the terms of the governing plan documents, including [medical, dental, vision, 401(k), etc.].
4.4 Expense Reimbursement. Employer shall reimburse reasonable business expenses in accordance with its reimbursement policy.
4.5 Pay Practices. Salary and accrued, vested benefits shall be paid in accordance with Employer’s normal payroll schedule and, upon separation, not later than the next regular payday following the date of termination, consistent with Ark. Code Ann. § 11-4-405(a) (2023).
5. COMPANY POLICIES & COMPLIANCE
Employee shall comply with all written Employer policies, codes of conduct, and procedures, as amended from time to time, provided that any such documents are not intended to create, and shall not be construed as creating, an employment contract altering the at-will relationship.
6. TERMINATION
6.1 Termination by Employer Without Cause. Employer may terminate employment at any time for any lawful reason or no reason, effective upon written notice to Employee.
6.2 Termination by Employer For Cause. Employer may terminate employment immediately upon a determination of Cause.
6.3 Voluntary Resignation. Employee may terminate employment at any time upon [X] days’ prior written notice. Employer may elect to waive all or any portion of the notice period and accelerate the termination date.
6.4 Automatic Termination. Employment shall automatically terminate upon Employee’s death. Employer may terminate employment upon Employee’s “Disability,” defined as inability to perform essential job functions, with or without reasonable accommodation, for [120] consecutive days or [180] days in any twelve-month period.
6.5 Final Pay & Benefits. Upon termination, Employer shall pay (a) earned but unpaid Salary, (b) accrued but unused vacation in accordance with policy, and (c) any unreimbursed business expenses properly submitted. All other benefits shall terminate in accordance with plan terms and Applicable Law (e.g., COBRA).
6.6 Return of Property. Employee shall promptly return all Employer property and Confidential Information.
7. RESTRICTIVE COVENANTS
[// GUIDANCE: Arkansas’s Non-Compete Act, Ark. Code Ann. § 4-70-207 (2023), permits non-competes that protect legitimate business interests and are reasonable in time (≤ 2 years post-employment is presumptively reasonable), geographic scope, and scope of activities.]
7.1 Confidentiality. Employee shall hold Confidential Information in strict confidence during and after employment and shall use such information solely for Employer’s benefit.
7.2 Non-Competition. During employment and throughout the Restricted Period, Employee shall not, within the Territory, directly or indirectly, engage in, own, manage, operate, join, control, or participate in any Competitive Business, except passive investments of ≤ 2% of a publicly traded entity.
7.3 Non-Solicitation of Customers. During employment and for the Restricted Period, Employee shall not solicit or attempt to solicit business from any customer or prospective customer with whom Employee had material contact during the twelve (12) months preceding termination.
7.4 Non-Solicitation of Employees. During employment and for the Restricted Period, Employee shall not directly or indirectly recruit, solicit, or induce any employee or contractor of Employer to terminate or alter his or her relationship with Employer.
7.5 Non-Disparagement. Employee shall not make any statement, written or oral, that could reasonably be expected to disparage Employer or its officers, directors, or employees.
7.6 Reasonableness & Reformation. Employee acknowledges that the covenants herein are reasonable and necessary to protect Employer’s legitimate business interests. If a court finds any covenant overbroad, such court is expressly authorized to reform the covenant to the maximum extent permitted by law (the “blue-pencil” doctrine) and enforce it as so modified.
7.7 Tolling. The Restricted Period shall be tolled during any period in which Employee is in breach of this Article 7.
7.8 Injunctive Relief. The Parties agree that breach of this Article 7 would cause irreparable harm. Subject to Section 11.3 (Injunctive Relief Limitation), Employer may seek injunctive or other equitable relief in any court of competent jurisdiction to enforce this Article.
8. INTELLECTUAL PROPERTY
All inventions, discoveries, works of authorship, and other intellectual property conceived, developed, or reduced to practice by Employee, alone or with others, during employment that relate to Employer’s business (“Work Product”) shall be the exclusive property of Employer. Employee hereby assigns to Employer all right, title, and interest in and to such Work Product and agrees to execute all documents reasonably requested to perfect such rights.
9. INDEMNIFICATION
Employee shall indemnify, defend, and hold harmless Employer and its officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or related to (i) Employee’s willful misconduct, gross negligence, or violation of Applicable Law, or (ii) Employee’s breach of this Agreement (collectively, “Employee Misconduct”). Employer shall promptly notify Employee of any claim subject to this indemnity and shall cooperate in Employee’s defense.
10. LIMITATION OF LIABILITY
Notwithstanding any provision to the contrary, Employer’s aggregate liability to Employee arising out of or related to this Agreement, whether in contract, tort, or otherwise, shall not exceed the aggregate amount of Salary actually paid to Employee and the monetary value of Benefits provided to Employee during the twelve (12) months immediately preceding the event giving rise to liability. This limitation shall not apply to amounts expressly owed (e.g., earned but unpaid wages) under Applicable Law.
11. DISPUTE RESOLUTION
11.1 Governing Law. This Agreement and all disputes arising hereunder shall be governed by and construed in accordance with the laws of the State of Arkansas, without regard to conflict-of-laws principles.
11.2 Forum Selection. The Parties irrevocably submit to the exclusive jurisdiction of the state courts located in [COUNTY], Arkansas (and appellate courts therefrom) for any suit, action, or proceeding arising out of or related to this Agreement, except as provided in Section 11.4 (Arbitration).
11.3 Injunctive Relief Limitation. Equitable relief sought under Section 7.8 shall be limited to enforcement of the restrictive covenants herein and shall not extend to claims barred by the limitation in Section 10.
11.4 Arbitration (Optional). [If selected] Except for claims for temporary or preliminary injunctive relief under Section 7.8, any controversy or claim arising out of or relating to this Agreement or the employment relationship shall be resolved by binding arbitration administered by the American Arbitration Association (“AAA”) under its Employment Arbitration Rules then in effect. Judgment on the award rendered by the arbitrator(s) may be entered in any court of competent jurisdiction. [If arbitration is not elected, delete this Section and renumber subsequent sections.]
11.5 Jury Trial Waiver (Optional). [If selected] The Parties hereby knowingly, voluntarily, and irrevocably waive any right to a trial by jury in any action arising out of or related to this Agreement or the employment relationship.
12. MISCELLANEOUS
12.1 Amendment; Waiver. No amendment or waiver of any provision of this Agreement is effective unless in writing and signed by both Parties. A waiver on one occasion is not a waiver of any subsequent breach.
12.2 Assignment. Employee may not assign or delegate any rights or obligations under this Agreement. Employer may assign this Agreement to any successor to its business or assets.
12.3 Successors & Assigns. This Agreement binds and inures to the benefit of the Parties and their respective heirs, executors, administrators, legal representatives, successors, and permitted assigns.
12.4 Severability; Reformation. If any provision of this Agreement is held unenforceable, the remaining provisions shall remain in full force, and the invalid provision shall be reformed to the minimum extent necessary to render it enforceable.
12.5 Entire Agreement. This Agreement constitutes the entire understanding between the Parties with respect to the subject matter and supersedes all prior negotiations and agreements, whether oral or written, relating thereto.
12.6 Counterparts; Electronic Delivery. This Agreement may be executed in counterparts, each of which is deemed an original, and all of which constitute one instrument. Signatures delivered by electronic means (e.g., PDF, DocuSign) shall be deemed original and binding.
12.7 Headings. Headings are for convenience only and do not affect interpretation.
13. EXECUTION BLOCK
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.
| EMPLOYER | EMPLOYEE |
|---|---|
| [Name of Employer] | [Name of Employee] |
| By: ______ | Signature: ______ |
| Name: [Print Name] | Date: ______ |
| Title: [Print Title] | |
| Date: ______ |
[Optional Notary Acknowledgment if required for corporate formalities]
[// GUIDANCE: Retain executed originals for at least the applicable statute-of-limitations period (generally three to five years for contract claims in Arkansas). Regularly review restrictive covenant language for compliance with evolving Arkansas and federal law.]