EMPLOYMENT AGREEMENT (AT-WILL)
District of Columbia
[// GUIDANCE: This template is drafted for private-sector, non-union employment in the District of Columbia. It assumes the employee will principally perform services in D.C. and is NOT a governmental employee. Bracketed items must be customized before execution.]
TABLE OF CONTENTS
- Document Header
- Definitions
- Operative Provisions
3.1 Employment; Position & Duties
3.2 Compensation & Benefits
3.3 Employment Status; At-Will Nature
3.4 Conditions Precedent - Representations & Warranties
- Covenants & Restrictions
- Default & Remedies
- Risk Allocation
- Dispute Resolution
- General Provisions
- Execution Block
1. DOCUMENT HEADER
THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of [EFFECTIVE DATE] (the “Effective Date”) by and between:
• [EMPLOYER LEGAL NAME], a [STATE] [ENTITY TYPE] with its principal place of business at [ADDRESS] (“Employer”); and
• [EMPLOYEE FULL LEGAL NAME], residing at [ADDRESS] (“Employee”).
Employer and Employee are sometimes referred to individually as a “Party” and collectively as the “Parties.”
Recitals
A. Employer desires to employ Employee, and Employee desires to accept such employment, on the terms and conditions set forth herein.
B. The Parties acknowledge that employment will be on an “at-will” basis, subject to the limited statutory and common-law exceptions recognized under District of Columbia law.
NOW, THEREFORE, in consideration of the mutual promises herein and other good and valuable consideration, the sufficiency of which is acknowledged, the Parties agree as follows:
2. DEFINITIONS
For purposes of this Agreement, capitalized terms have the meanings set forth below:
“Base Salary” means the annualized gross salary of Employee specified in Section 3.2(a), as may be adjusted.
“Benefits” means the fringe benefits identified in Section 3.2(b).
“Cause” has the meaning given in Section 6.1(b).
“Confidential Information” has the meaning given in Section 5.2.
“Covered Period” means the term of employment and twelve (12) months thereafter, except where a shorter period is required by District of Columbia law.
“DC Employment Laws” means all applicable statutes, regulations, and ordinances of the District of Columbia governing wages, hours, discrimination, retaliation, leave, and other employment matters.
“Highly Compensated Employee” has the meaning assigned under D.C. non-compete law in effect on the Effective Date.
“Termination Date” means the date employment actually ends in accordance with Article 6.
[// GUIDANCE: Add or delete definitions as needed; ensure they are used consistently.]
3. OPERATIVE PROVISIONS
3.1 Employment; Position & Duties
(a) Title; Reporting. Employee will serve as [POSITION TITLE] and will report to [TITLE/NAME OF SUPERVISOR].
(b) Duties. Employee will perform the duties customarily associated with the position and such additional duties as Employer may assign, consistent with applicable law.
(c) Full-Time Efforts. Employee shall devote full working time, skill, and best efforts to Employer’s business.
3.2 Compensation & Benefits
(a) Base Salary. Employer will pay Employee a Base Salary of $[AMOUNT] per year, payable in accordance with Employer’s standard payroll practices.
(b) Benefits. Employee will be eligible to participate in Employer’s benefit plans, including [MEDICAL, DENTAL, 401(k), etc.], subject to plan terms.
(c) Bonus. Employee [IS/IS NOT] eligible for discretionary bonuses pursuant to Employer’s policy.
(d) Expense Reimbursement. Employer will reimburse reasonable business expenses in accordance with written policies.
[// GUIDANCE: District law requires written disclosure of the terms and conditions of employment at the time of hire. Deliver a completed copy of this Agreement to Employee and retain the signed acknowledgment.]
3.3 Employment Status; At-Will Nature
(a) At-Will. Employment is at will. Either Party may terminate employment at any time, with or without Cause or advance notice, subject to Article 6.
(b) Statutory Exceptions. Nothing in this Agreement waives or limits Employee’s rights under:
(i) the District of Columbia Human Rights Act;
(ii) public-policy protections (e.g., refusal to violate law, whistleblowing);
(iii) written employer policies that create enforceable promises; or
(iv) any other non-waivable right under DC Employment Laws.
3.4 Conditions Precedent
Employment is conditioned upon:
(a) Employee’s completion of all onboarding documents;
(b) verification of employment eligibility (Form I-9); and
(c) [BACKGROUND CHECK/DRUG TEST] results satisfactory to Employer, consistent with DC law.
4. REPRESENTATIONS & WARRANTIES
4.1 Mutual Representations. Each Party represents that it has full power and authority to enter into and perform this Agreement.
4.2 Employee Representations. Employee represents and warrants that:
(a) the execution and performance of this Agreement will not violate any contractual or legal obligation to any third party;
(b) Employee possesses the qualifications required for the position; and
(c) Employee will promptly disclose any restriction that could limit performance.
4.3 Survival. The representations and warranties of this Article 4 shall survive termination of employment for one (1) year.
5. COVENANTS & RESTRICTIONS
5.1 Confidentiality
Employee shall hold all Confidential Information in strict confidence and use it solely for Employer’s benefit during and after employment, except as required by law.
5.2 Definition of Confidential Information
“Confidential Information” includes trade secrets, business plans, financial data, client lists, and any information Employer designates as confidential, whether in written, oral, electronic, or other form, except information that is publicly available through lawful means.
5.3 Return of Property
Upon the earlier of Employer’s request or Termination Date, Employee shall return all Employer property and permanently delete electronic Confidential Information, excluding Employee’s personal compensation records.
5.4 Non-Solicitation
During the Covered Period, Employee shall not, directly or indirectly, solicit or attempt to solicit (i) any employee of Employer to terminate employment or (ii) any customer or vendor for a competing business, provided that general advertising not targeted at such persons shall not be a violation.
5.5 Non-Compete (DC-Specific)
(a) Applicability. This Section applies only if Employee is a Highly Compensated Employee under DC non-compete law.
(b) Limited Restrictive Covenant. For the Covered Period, Employee shall not engage in [DESCRIBE COMPETITIVE ACTIVITIES] within [GEOGRAPHIC SCOPE], provided the restriction is otherwise lawful and a written copy is provided to Employee at least fourteen (14) days before the earlier of (i) the execution of this Agreement or (ii) the commencement of employment.
(c) Savings Clause. If DC law renders any portion of this Section unenforceable, it shall be automatically reformed to the minimum extent necessary.
[// GUIDANCE: The District of Columbia generally prohibits non-compete clauses for non-highly-compensated employees. Confirm eligibility before including Section 5.5.]
6. DEFAULT & REMEDIES
6.1 Events of Termination
(a) Voluntary Resignation. Employee may resign at any time upon [NOTICE PERIOD, e.g., “two (2) weeks’”] written notice.
(b) Termination for Cause. Employer may terminate employment immediately for Cause. “Cause” includes: (i) gross misconduct; (ii) material breach of this Agreement; (iii) fraud or dishonesty; (iv) conviction of a felony; or (v) willful violation of Employer policies causing material harm.
(c) Termination Without Cause. Either Party may terminate employment without Cause, subject to final wage payment in accordance with DC law.
6.2 Notice & Cure
Where feasible, the terminating Party will provide written notice stating the basis for termination. For curable breaches, the non-breaching Party shall allow a five (5) business-day cure period.
6.3 Effect of Termination
(a) Final Compensation. Employer will pay all earned wages through the Termination Date and any accrued, unused paid leave in compliance with DC law.
(b) Benefits. Health-care coverage will end per plan documents and COBRA/DC-mini-COBRA rights.
(c) Post-Termination Obligations. Sections 5, 6.4, 7, 8, and 9 survive termination.
6.4 Graduated Remedies
Employer may seek (i) equitable relief for breach of Sections 5 or 7; (ii) compensatory damages; and/or (iii) recovery of reasonable attorneys’ fees where permitted by law.
7. RISK ALLOCATION
7.1 Indemnification by Employee
Employee shall indemnify, defend, and hold harmless Employer, its affiliates, and their officers, directors, and agents from any third-party claim arising out of Employee’s willful misconduct, gross negligence, or violation of law in the course of employment.
7.2 Limitation of Liability
Except for (i) unpaid wages and (ii) liabilities that cannot be limited under applicable law, Employer’s aggregate liability to Employee arising out of or related to this Agreement shall not exceed the sum of Employee’s Base Salary and the value of Benefits for the twelve (12) months immediately preceding the event giving rise to liability.
7.3 Insurance
Employer maintains workers’ compensation and other legally required insurance. Employer may, in its discretion, obtain additional liability coverage naming Employee as an insured.
7.4 Force Majeure
Neither Party shall be liable for delay or failure in performance caused by acts beyond its reasonable control, including acts of God, war, pandemic, or governmental action, provided the affected Party promptly notifies the other.
8. DISPUTE RESOLUTION
8.1 Governing Law
This Agreement and any dispute hereunder shall be governed by the laws of the District of Columbia, without regard to conflict-of-laws principles.
8.2 Forum Selection
The Parties consent to exclusive jurisdiction and venue in the Superior Court of the District of Columbia or, if jurisdictionally proper, the U.S. District Court for the District of Columbia.
8.3 Arbitration [OPTIONAL]
[SELECT ONE]
☐ No arbitration; disputes resolved exclusively in courts identified in Section 8.2.
☐ Binding arbitration under the JAMS Employment Arbitration Rules, held in Washington, DC, with one (1) arbitrator. Judgment on the award may be entered in any court of competent jurisdiction.
8.4 Jury Trial Waiver [OPTIONAL]
To the extent permitted by law, each Party knowingly and voluntarily waives its right to a trial by jury in any court proceeding arising out of this Agreement.
8.5 Injunctive Relief
Notwithstanding any agreement to arbitrate, either Party may seek temporary, preliminary, or permanent injunctive relief in a court of competent jurisdiction to protect its Confidential Information or other proprietary rights, subject to Section 7.2.
9. GENERAL PROVISIONS
9.1 Amendment; Waiver. No amendment or waiver is effective unless in a writing signed by both Parties. A waiver on one occasion is not a waiver on any subsequent occasion.
9.2 Assignment. Employee may not assign or delegate any rights or obligations under this Agreement. Employer may assign this Agreement to a successor in interest.
9.3 Severability. If any provision is held unenforceable, the remaining provisions shall remain in full force, and the unenforceable provision shall be reformed to the minimum extent required to reflect the Parties’ intent.
9.4 Entire Agreement. This Agreement, together with Employer policies acknowledged by Employee in writing, constitutes the entire agreement between the Parties and supersedes all prior understandings.
9.5 Counterparts; Electronic Signatures. This Agreement may be executed in counterparts, each of which is deemed an original, and signatures delivered electronically shall be deemed original signatures.
9.6 Notices. All notices must be in writing and delivered (i) by hand with receipt, (ii) by nationally recognized overnight courier, or (iii) by certified mail (return-receipt requested) to the addresses listed above or as updated by notice.
10. EXECUTION BLOCK
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.
[EMPLOYER LEGAL NAME]
By: ____
Name: ____
Title: ____
Date: ______
[EMPLOYEE FULL NAME]
Signature: ___
Date: ____
[// GUIDANCE: Notarization is not required for an employment agreement under DC law but may be added for evidentiary purposes. Retain a fully executed copy in the personnel file.]