Employment Contract - At-Will - South Carolina

SOUTH CAROLINA AT-WILL EMPLOYMENT AGREEMENT

TABLE OF CONTENTS

I. Document Header
II. Definitions
III. Operative Provisions
   A. Employment & Duties
   B. Compensation & Benefits
   C. Term & Termination
IV. Representations & Warranties
V. Confidentiality, Work Product & Protected Activity
VI. Default & Remedies
VII. Risk Allocation
VIII. Dispute Resolution
IX. General Provisions
X. Execution Block

I. DOCUMENT HEADER

This South Carolina At-Will Employment Agreement (“Agreement”) is made and entered into as of [EFFECTIVE DATE] (the “Effective Date”) by and between:

1. [EMPLOYER LEGAL NAME], a [STATE OF ORGANIZATION] [TYPE OF ENTITY], with its principal place of business at [ADDRESS] (“Employer”); and
2. [EMPLOYEE FULL LEGAL NAME], residing at [ADDRESS] (“Employee”).

Employer and Employee are sometimes individually referred to herein as a “Party” and collectively as the “Parties.”

Recitals

A. Employer desires to employ Employee in the position of [POSITION/TITLE] and Employee desires to accept such employment, all on the terms and conditions set forth herein.
B. This Agreement records an at-will employment relationship subject to its express terms and controlling law.
C. Adequate consideration exists, including mutual promises and the compensation described below.

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

II. DEFINITIONS

For purposes of this Agreement, the following capitalized terms have the meanings set forth below. Defined terms may be used in the singular or plural and shall apply equally to both genders.

“Affiliate” – Any entity controlling, controlled by, or under common control with Employer.
“Agreement” – This South Carolina At-Will Employment Agreement, including all exhibits and schedules.
“Base Salary” – The annualized salary set forth in Section III.B.1, as may be adjusted from time to time.
“Cause” – The events described in Section III.C.4(a).
“Confidential Information” – Has the meaning given in Section V.1.
“Good Reason” – Has the meaning given in Section III.C.4(b).
“Protected Activity” – Any report, complaint, participation, testimony, leave, accommodation request, or other activity protected by non-waivable federal or South Carolina law.

III. OPERATIVE PROVISIONS

A. Employment & Duties

1. Position. Employer hereby employs Employee as [POSITION], reporting to [TITLE OF SUPERVISOR].
2. Duties. Employee shall devote [FULL-TIME/PART-TIME] working time, best efforts, skill, and attention to the performance of lawful duties as may be assigned and consistent with the position.
3. Policies. Employee must comply with lawful written Employer policies, procedures, and codes of conduct as amended from time to time. Policies do not alter this Agreement’s at-will relationship unless an express written agreement provides otherwise.

B. Compensation & Benefits

1. Base Salary. Employer shall pay Employee a Base Salary of $[AMOUNT] per [YEAR], on regular paydays designated as [PAYDAYS], subject to deductions and withholdings permitted by law.
2. Incentive Compensation. [DESCRIBE BONUS/COMMISSION PLAN OR INSERT “None.”]
3. Employee Benefits. Employee may participate in plans and policies for which Employee is eligible, subject to their controlling written terms and applicable law. The written terms shall state when vacation, holiday, sick-leave, commission, or another payment is earned and due.
4. Expense Reimbursement. Employer shall reimburse Employee for reasonable, properly documented business expenses in accordance with Employer’s reimbursement policy.
5. Wage Notice and Statements. Employer shall provide the written hiring notice or conspicuous posting, seven-day advance written notice of covered changes, and itemized statements of gross pay and deductions required by S.C. Code Ann. § 41-10-30. The seven-day rule does not apply to wage increases.
6. Deductions. Employer shall not withhold or divert wages unless state or federal law requires or permits the deduction or Employer gave the written notice required by §§ 41-10-30 and 41-10-40. This Agreement is not authorization for a particular loss, property, or other voluntary deduction.

C. Term & Termination

1. At-Will Employment. Employment is at-will and may be terminated by either Party at any time, with or without Cause, notice, or prior warning, except as otherwise provided herein or by non-waivable law.
2. Voluntary Resignation. Employee may resign at any time. [OPTIONAL REQUEST: Employee should provide [___] days’ written notice when practicable, but failure to do so does not create a contract debt or authorize withholding earned wages.]
3. Leave and Disability. Employer shall administer disability, leave, accommodation, and return-to-work issues under controlling plan terms and applicable law; disability does not create automatic termination under this Agreement.

4. Termination for Cause; Good Reason.
   a. Cause includes: (i) gross misconduct; (ii) material breach of this Agreement; (iii) willful dishonesty; (iv) felony conviction; (v) material violation of Employer policy; or (vi) any act or omission that, in Employer’s reasonable judgment, harms Employer’s reputation or business.
   b. Good Reason means: (i) Employer’s material breach of this Agreement that remains uncured 30 days after written notice; or (ii) a material reduction in Base Salary not applicable to similarly-situated employees.

5. Final Pay. When Employer separates Employee from payroll for any reason, Employer shall pay all wages due within 48 hours after separation or on the next regular payday, which may not be more than 30 days after separation, under S.C. Code Ann. § 41-10-50. Vacation, holiday, and sick-leave payments are wages only when due under Employer policy or an employment contract as § 41-10-10 provides.

6. Wage Dispute. If wages are disputed, Employer shall give Employee written notice of the amount conceded to be due and pay that amount unconditionally within the statutory time under § 41-10-60. Acceptance does not release a claim to the disputed balance.
7. Post-Termination Obligations. Sections IV–IX survive termination only to the lawful extent their subject matter requires.

IV. REPRESENTATIONS & WARRANTIES

1. Mutual Authority. Each Party represents it has full right, power, and authority to enter into and perform this Agreement.

2. Employee Representations. Employee represents that:
   a. Entry into this Agreement does not violate any other agreement or duty;
   b. Employee possesses all licenses and qualifications required for the position;
   c. Employee will notify Employer immediately of any conflict, restriction, or legal impediment that could affect performance.

3. Survival. The representations and warranties in this Section survive termination for a period of [ONE (1) YEAR].

V. CONFIDENTIALITY, WORK PRODUCT & PROTECTED ACTIVITY

1. Confidentiality

Employee shall use Confidential Information only for Employer’s lawful business and protect it from unauthorized disclosure while it remains confidential. Confidential Information excludes information Employee can document became public without Employee’s breach, was lawfully known without a confidentiality duty, or was lawfully received from a third party without a confidentiality duty.

Nothing in this Agreement prohibits or requires advance approval for Employee to make a report protected by law, provide information or testimony to a government body, file or participate in an agency charge, testify truthfully, comply with legal process, discuss matters protected by controlling labor law, or consult Employee’s attorney. This Section does not expand statutory coverage or authorize unlawful access to information.

2. Intellectual Property

Employee assigns to Employer work product created within the scope of Employee’s duties and specifically described in [IP SCHEDULE / INVENTIONS RIDER]. Employee shall identify pre-existing and excluded material in [SCHEDULE]. Any broader invention assignment must appear in a separately signed rider reviewed by South Carolina counsel.

3. Federal Trade-Secret Immunity Notice

Under 18 U.S.C. § 1833(b), an individual is not criminally or civilly liable under federal or state trade-secret law for disclosing a trade secret (a) in confidence to a federal, state, or local government official, directly or indirectly, or to an attorney, solely to report or investigate a suspected legal violation; or (b) in a complaint or other document filed under seal in a lawsuit or other proceeding. An individual suing an employer for retaliation may disclose the trade secret to the individual’s attorney and use it in the proceeding if filings containing it are made under seal and disclosure otherwise occurs only by court order. The statute’s definition of employee includes contractors and consultants.

4. Post-Employment Restraints

This base Agreement imposes no post-employment noncompetition, customer or employee nonsolicitation, or noninterference covenant. Any proposed restraint must appear in a separately signed rider tailored to the employee and reviewed by South Carolina counsel under law current when signed and enforced.

5. Return of Property

Within three (3) days of termination, Employee shall return all Employer property, documents, and Confidential Information in whatever form, without retaining copies.

VI. DEFAULT & REMEDIES

1. Contract Breach. A Party claiming a curable breach should provide written notice and a reasonable opportunity to cure when delay will not prejudice a nonwaivable right or legal deadline.
2. Remedies. Each Party may pursue proven damages and relief authorized by controlling law or an enforceable agreement. This Agreement does not predetermine a prevailing Party, establish irreparable harm, guarantee attorneys’ fees or injunctive relief, or authorize withholding earned wages as a contract remedy.

VII. RISK ALLOCATION

1. Responsibility for Conduct

Each Party remains responsible to the extent provided by applicable law for that Party’s own fraud, willful misconduct, and material breach. Employee has no general duty under this Agreement to defend or indemnify Employer. An Employer claim against Employee does not itself authorize a wage deduction or offset.

2. Limitation of Liability

No contractual cap applies to earned wages, promised benefits, discrimination, retaliation, statutory leave, statutory damages or penalties, attorneys’ fees, or liability that cannot lawfully be waived or limited. Any negotiated cap for a distinct commercial obligation must appear in a separately signed rider reviewed by South Carolina counsel.

3. Insurance

[OPTIONAL: “Employer will maintain workers’ compensation and other insurance required by applicable law.”]

4. Emergencies

An emergency does not excuse wage payment or another duty that controlling law makes nonwaivable.

VIII. DISPUTE RESOLUTION

1. Governing Law; Forum Selection. South Carolina law governs this Agreement, without regard to choice-of-law rules, except where controlling law requires otherwise. For claims the Parties may lawfully confine to a judicial forum, the Parties consent to jurisdiction and venue in the state courts located in [COUNTY], South Carolina. Nothing restricts access to a government agency or a forum controlling law makes available.

2. Injunctive Relief. A Party may request narrowly tailored provisional or permanent relief but must prove every requirement imposed by applicable law. This Agreement creates no presumption of harm, waiver of bond, or entitlement to equitable relief.

3. Arbitration (Optional Separate Rider). Arbitration applies only if both Parties sign a separate rider identifying covered claims, preserving agency access and nonwaivable remedies, allocating costs lawfully, and providing a neutral process. South Carolina counsel must review the rider under current state and federal law.

4. Jury Waiver (Optional Separate Rider). Any jury waiver must appear in a separately signed rider reviewed by South Carolina counsel and applies only to the extent lawful and enforceable.

IX. GENERAL PROVISIONS

1. Amendment & Waiver. No amendment or waiver of this Agreement is effective unless in writing and signed by both Parties. A waiver on one occasion is not a waiver on any subsequent occasion.
2. Assignment. Employee may not assign or delegate any rights or obligations without Employer’s prior written consent. Employer may assign this Agreement to any Affiliate or successor by merger, consolidation, or asset transfer.
3. Successors & Assigns. This Agreement binds and benefits the Parties and their respective permitted successors and assigns.
4. Severability. If a provision is held invalid or unenforceable, it will be severed or enforced only to the lawful extent permitted by the controlling tribunal, and the remainder will continue in effect. This clause does not require a tribunal to rewrite a provision or restraint.
5. Integration. This Agreement (including any exhibits) constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior or contemporaneous understandings, whether oral or written.
6. Counterparts. This Agreement may be executed in multiple counterparts, each of which is deemed an original and all of which together constitute one instrument.
7. Electronic Signatures. The Parties may use an electronic-signature process they accept to the extent applicable law permits.
8. Headings. Section headings are for convenience only and do not affect interpretation.
9. Construction. The Parties acknowledge that each has had the opportunity to consult legal counsel; therefore, ambiguities shall not be construed against either Party.
10. Notices. All notices required hereunder 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 in the preamble or as later designated.

X. EXECUTION BLOCK

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

[OPTIONAL NOTARY ACKNOWLEDGMENT FOR SOUTH CAROLINA]

State of South Carolina
County of [COUNTY]

Subscribed and sworn before me on ____________________, 20____.

____________________________
Notary Public for South Carolina
My Commission Expires: __________

SOURCES CONSULTED

• South Carolina General Assembly, current Code of Laws, Title 41, Chapter 10, §§ 41-10-10, 41-10-30, 41-10-40, 41-10-50 and 41-10-60.
• U.S. Government Publishing Office, 18 U.S.C. § 1833(b).

END OF DOCUMENT