AT-WILL EMPLOYMENT AGREEMENT

(State of New Hampshire)

[// GUIDANCE: This template is drafted for use by licensed attorneys. Review all bracketed items, confirm state-specific requirements, and tailor the provisions to the facts and the client’s policies before release to the client or execution by the parties.]

TABLE OF CONTENTS

1. Document Header
2. Definitions
3. Operative Provisions
   3.1 Position, Duties & At-Will Nature
   3.2 Compensation
   3.3 Employee Benefits
   3.4 Business Expenses
4. Representations & Warranties
5. Covenants & Restrictions
   5.1 Confidentiality
   5.2 Intellectual Property
   5.3 Restrictive Covenants (Non-Competition / Non-Solicitation)
6. Default & Remedies
7. Risk Allocation
   7.1 Indemnification
   7.2 Limitation of Liability
   7.3 Insurance
   7.4 Force Majeure
8. Dispute Resolution
9. General Provisions
10. Execution Block

1. DOCUMENT HEADER

This AT-WILL EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of [EFFECTIVE DATE] (the “Effective Date”) by and between:

• [EMPLOYER LEGAL NAME], a [STATE] [ENTITY TYPE] with a principal place of business at [ADDRESS] (“Employer”); and
• [EMPLOYEE FULL LEGAL NAME], an individual residing at [ADDRESS] (“Employee”).

Recitals

A. Employer desires to employ Employee in the position of [POSITION TITLE];
B. Employee desires to accept such employment on an at-will basis; and
C. The parties wish to set forth their mutual understandings and agreements, including all mandatory New Hampshire employment-law requirements and recognized exceptions to the at-will doctrine.

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

2. DEFINITIONS

Capitalized terms used in this Agreement have the meanings set forth below or as otherwise defined in context:

“Base Salary” means the annualized cash compensation set forth in Section 3.2(a).
“Benefits” means the employee benefit plans and programs described in Section 3.3.
“Cause” has the meaning assigned in Section 6.1(a).
“Company Property” means all tangible and intangible property of Employer, including Confidential Information.
“Confidential Information” has the meaning assigned in Section 5.1.
“Effective Date” has the meaning set forth in the Document Header.
“Intellectual Property Rights” means patents, copyrights, trade secrets, trademarks, moral rights, and related rights worldwide.
“Notice” means written notice delivered in accordance with Section 9.5.
“Post-Employment Restrictive Period” means the period specified in Section 5.3(b).

[// GUIDANCE: Add or delete defined terms to align with the finalized deal structure.]

3. OPERATIVE PROVISIONS

3.1 Position, Duties & At-Will Nature

(a) Position. Employer hereby employs Employee as [POSITION TITLE], reporting to [SUPERVISOR TITLE]. Employee shall perform the duties customarily associated with such position and such additional duties as Employer may reasonably assign.

(b) Full-Time & Exclusive Efforts. Employee shall devote full working time, attention, and best efforts to Employer’s business and shall not engage in any other employment or business activity without prior written consent.

(c) Place of Work. Employee’s principal place of work shall be [PRIMARY WORK LOCATION]; however, Employee may be required to travel for business.

(d) At-Will Employment. Employment is “at will,” meaning either party may terminate the employment relationship at any time, with or without Cause, and with or without advance notice, subject only to:
i. the statutory and common-law exceptions recognized under New Hampshire law (including but not limited to unlawful discrimination, retaliation, public-policy violations, and whistleblower protections); and
ii. the notice, wage-payment, and final-compensation requirements imposed by applicable federal or New Hampshire statutes.

[// GUIDANCE: Insert any employer-specific notice or progressive-discipline policy here if the client wishes to provide additional procedural safeguards.]

3.2 Compensation

(a) Base Salary. Employer shall pay Employee a Base Salary of $[AMOUNT] per year, payable in accordance with Employer’s regular payroll practices (the “Base Salary”).

(b) Bonuses. Employee [is/is not] eligible for discretionary bonuses in such amounts and on such terms as Employer may establish from time to time.

(c) Statutory Wage Compliance. All payments shall comply with applicable wage-payment timing laws, including final wage timing upon separation.

3.3 Employee Benefits

Employee shall be eligible to participate in Employer’s benefit plans, subject to plan terms, including: health insurance, retirement plans, paid time off, and any other benefits offered to similarly-situated employees (collectively, the “Benefits”). Employer reserves the right to amend or terminate any Benefit at any time, subject to applicable law.

3.4 Business Expenses

Employer shall reimburse Employee for reasonable, pre-approved business expenses incurred in the performance of duties, consistent with Employer’s expense-reimbursement policy and Internal Revenue Code requirements. Employee shall submit expense reports and supporting documentation within [X] days after incurring an expense.

4. REPRESENTATIONS & WARRANTIES

4.1 Mutual Authority. 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) Employee is not bound by any agreement or legal obligation that would conflict with or be violated by this Agreement;
(b) Employee possesses the qualifications stated to Employer; and
(c) Employee will notify Employer immediately of any restriction that may impair Employee’s ability to perform duties.

4.3 Survival. The representations and warranties in this Section 4 survive termination of this Agreement.

5. COVENANTS & RESTRICTIONS

5.1 Confidentiality

(a) Definition. “Confidential Information” includes all non-public business information, whether in oral, visual, written, electronic, or other form, relating to Employer or its affiliates, disclosed to or learned by Employee during employment.

(b) Non-Disclosure. Employee shall not disclose, use, or permit the use of Confidential Information except as required to perform duties for Employer.

(c) Return of Materials. Upon request or termination, Employee shall promptly return all Company Property containing Confidential Information.

5.2 Intellectual Property

(a) Work-Made-for-Hire. All works of authorship, inventions, and other materials created by Employee within the scope of employment (“Work Product”) are “works made for hire,” and Employer owns all associated Intellectual Property Rights.

(b) Assignment. To the extent any Work Product does not qualify as a work made for hire, Employee hereby irrevocably assigns to Employer all right, title, and interest in and to such Work Product.

(c) Further Assurances. Employee shall execute documents and take further actions reasonably requested to perfect Employer’s rights.

5.3 Restrictive Covenants

[// GUIDANCE: The enforceability of non-competition agreements in New Hampshire is subject to specific statutory limitations, including advance notice and minimum-compensation thresholds. Confirm current thresholds and timing requirements before finalizing.]

(a) Non-Competition (Optional). During employment and for the Post-Employment Restrictive Period of [TIME PERIOD ≤ 12 months] following termination, Employee shall not, within [GEOGRAPHIC SCOPE], engage in any business that competes with Employer’s [DEFINE BUSINESS LINE]. This covenant applies only if (i) presented to Employee in writing before or at the time of the offer of employment; and (ii) Employee’s compensation exceeds any statutory minimum required for enforceability.

(b) Non-Solicitation. For the Post-Employment Restrictive Period of [TIME PERIOD ≤ 12 months], Employee shall not directly or indirectly (i) solicit or induce any employee to leave Employer’s employ, or (ii) solicit the business of any customer or prospective customer with whom Employee had material contact during the last [12] months of employment.

(c) Reasonableness; Reformation. The parties agree that the temporal, geographic, and scope limitations herein are reasonable. If a court determines any provision unenforceable, the court shall modify such provision to the minimum extent necessary for validity and enforce as reformed.

5.4 Compliance With Laws & Policies

Employee shall observe all applicable federal, state, and local laws and Employer’s policies, handbooks, and codes of conduct, as amended from time to time.

6. DEFAULT & REMEDIES

6.1 Events of Default

(a) By Employee (collectively, “Cause”):
i. material breach of this Agreement or Employer policy;
ii. negligence or willful misconduct in the performance of duties;
iii. conviction of, or plea of guilty or no contest to, any felony or crime involving moral turpitude;
iv. fraud, embezzlement, or dishonesty; or
v. any act that, in Employer’s reasonable judgment, materially harms or threatens to harm Employer’s reputation or business.

(b) By Employer: material breach of this Agreement that is not cured within [30] days after written Notice from Employee describing the breach.

6.2 Notice & Cure

Except for termination under Section 6.1(a)(iii)–(v), the non-defaulting party shall give written Notice of default and a [10]-day opportunity to cure.

6.3 Remedies

(a) Employer Remedies. Upon Employee default, Employer may:
i. terminate employment immediately;
ii. seek injunctive relief (subject to Section 8.4); and
iii. seek damages, costs, and reasonable attorneys’ fees.

(b) Employee Remedies. Upon Employer default, Employee may resign and pursue all remedies available at law or equity, subject to the limitations in Section 7.2.

(c) Cumulative Rights. Remedies are cumulative and not exclusive.

7. RISK ALLOCATION

7.1 Indemnification (Employee Conduct)

Employee shall indemnify, defend, and hold harmless Employer, its affiliates, and their respective officers, directors, employees, and agents from and against any and all losses, claims, damages, liabilities, and expenses (including reasonable attorneys’ fees) arising out of or resulting from (i) Employee’s willful misconduct or gross negligence, or (ii) Employee’s breach of any representation, warranty, or covenant in this Agreement.

7.2 Limitation of Liability

Except for (a) unpaid Base Salary and accrued Benefits earned through the date of termination, and (b) damages arising from Employee’s breach of Sections 5.1–5.3, the total aggregate liability of either party to the other under this Agreement shall not exceed the sum of (i) six (6) months of Employee’s then-current Base Salary and (ii) the cash value of Benefits for the same six-month period.

[// GUIDANCE: The above “salary + benefits” cap reflects the user’s metadata instruction. Adjust the cap or include carve-outs (e.g., intentional misconduct, IP claims) as needed.]

7.3 Insurance

Employer shall maintain commercially reasonable workers’ compensation and general liability insurance. Employee shall cooperate with Employer in the administration of all claims.

7.4 Force Majeure

Neither party shall be liable for failure to perform if such failure results from causes beyond that party’s reasonable control, including acts of God, fire, pandemic, government orders, or similar events, provided that the affected party gives prompt Notice and uses diligent efforts to resume performance.

8. DISPUTE RESOLUTION

8.1 Governing Law

This Agreement and all disputes arising under it shall be governed by and construed in accordance with the laws of the State of New Hampshire, without regard to its conflict-of-laws principles.

8.2 Forum Selection

Subject to Section 8.3, the parties submit to the exclusive jurisdiction of the state courts located in [COUNTY], New Hampshire, for any action arising out of or relating to this Agreement.

8.3 Arbitration (Optional)

[ARBITRATION BOX – CHECK ONE]
☐ Arbitration Not Selected. Disputes will be resolved solely in the state courts identified in Section 8.2.
☐ Arbitration Selected. Any dispute, claim, or controversy arising out of or relating to this Agreement shall be resolved by binding arbitration administered by the American Arbitration Association (“AAA”) under its Employment Arbitration Rules then in effect. Judgment on any award may be entered in any court of competent jurisdiction. The arbitration shall take place in [CITY], New Hampshire. Employer shall pay the forum fees beyond the initial filing fee.

[// GUIDANCE: Remove the unselected option. If arbitration is chosen, verify AAA rule incorporation and compliance with NH arbitration-agreement requirements.]

8.4 Jury Waiver (Optional)

To the extent permitted by law, each party knowingly and voluntarily waives its right to a trial by jury in any action arising out of or relating to this Agreement.

8.5 Injunctive Relief

Nothing in this Section 8 shall impair either party’s ability to seek temporary, preliminary, or permanent injunctive relief, provided that such relief is limited to preserving the status quo or preventing irreparable harm pending final resolution on the merits.

9. GENERAL PROVISIONS

9.1 Amendments; Waiver. No amendment or waiver of any provision shall be effective unless in writing and 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 without Employer’s prior written consent. Employer may assign this Agreement to any successor to its business by merger, consolidation, or asset sale.

9.3 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.

9.4 Severability. If any provision is held invalid or unenforceable, that provision shall be reformed to the minimum extent necessary for validity, and the remaining provisions shall continue in full force and effect.

9.5 Notices. All Notices must be in writing and delivered (i) personally, (ii) by certified mail (return receipt requested), (iii) by nationally recognized overnight courier, or (iv) by email with confirmation of receipt, to the addresses set forth below (or such other address a party may designate by Notice). Notice is effective on the date of receipt.

Employer Notice Address:
[CONTACT NAME / TITLE]
[STREET ADDRESS]
[EMAIL ADDRESS]

Employee Notice Address:
[EMPLOYEE NAME]
[STREET ADDRESS]
[EMAIL ADDRESS]

9.6 Integration. This Agreement, together with any exhibits, schedules, and Employer policies incorporated by reference, constitutes the entire agreement of the parties concerning its subject matter and supersedes all prior or contemporaneous understandings.

9.7 Counterparts; Electronic Signatures. This Agreement may be executed in one or more counterparts, each of which is deemed an original but all of which together constitute one instrument. Signatures transmitted electronically (e.g., via PDF or approved e-signature platform) are deemed original and binding.

10. EXECUTION BLOCK

IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective Date.

Employer:
[EMPLOYER LEGAL NAME]

By: ____
Name: [AUTHORIZED SIGNATORY]
Title: [TITLE]
Date: ________

Employee:

[EMPLOYEE FULL LEGAL NAME]
Date: _____

[// GUIDANCE: New Hampshire does not generally require notarization or witness attestation for standard employment contracts. If the client desires notarization for evidentiary reasons or to accompany restrictive covenants, add an acknowledgment block.]

EXHIBIT A

Job Description / Performance Standards
[Attach detailed duties, KPI benchmarks, and any applicable sales quotas.]

EXHIBIT B

Non-Competition & Non-Solicitation Covenants (if separated)
[Use this exhibit if the client prefers the restrictive covenants in a standalone document to reinforce enforceability under NH law.]

[// GUIDANCE:
1. Review wage-payment timing, non-compete salary thresholds, and any mandatory earned-time-off payout rules before finalizing.
2. Consider adding an Acknowledgment of Receipt of Employer Policies.
3. Verify that all cross-references remain accurate after final edits or section-number changes.]