Employment Contract - At-Will - Tennessee

AT-WILL EMPLOYMENT AGREEMENT

(State of Tennessee)

TABLE OF CONTENTS

I. Document Header
II. Definitions
III. Operative Provisions
IV. Representations
V. Confidentiality, Work Product & Protected Activity
VI. Breach & Remedies
VII. Responsibility & Risk Allocation
VIII. Dispute Resolution
IX. General Provisions
X. Execution Block

I. DOCUMENT HEADER

1. Parties. This At-Will Employment Agreement (the “Agreement”) is entered into as of [EFFECTIVE DATE] by and between [EMPLOYER LEGAL NAME], a [STATE AND ENTITY TYPE] with its principal place of business at [ADDRESS] (“Employer”), and [EMPLOYEE NAME], residing at [ADDRESS] (“Employee”). Employer and Employee are each a “Party” and together the “Parties.”

2. Position. Employer wishes to employ Employee as [TITLE], and Employee wishes to accept employment on the terms stated below.

3. At-Will Intent. The Parties intend an at-will relationship, subject to this Agreement’s express promises and controlling law.

II. DEFINITIONS

1. “Base Pay” means the salary or hourly wage stated in Section III.3.
2. “Benefits” means benefit plans or programs for which Employee is eligible under their written terms.
3. “Cause” means a good-faith Employer determination that Employee committed material misconduct, fraud, dishonesty, a material policy violation, or a material breach of this Agreement. Cause is a management definition and does not convert employment into a definite term or limit either Party’s at-will right.
4. “Confidential Information” means non-public information relating to Employer’s business that a reasonable person would understand to be confidential, including trade secrets, but excluding information Employee may lawfully disclose or use.
5. “Protected Activity” means a report, refusal, complaint, participation, testimony, leave request, accommodation request, wage claim, or other conduct protected by controlling law.
6. “Work Product” means material created by Employee within the scope of assigned duties and specifically described in [WORK-PRODUCT OR INVENTIONS SCHEDULE].

III. OPERATIVE PROVISIONS

3.1 Position, Duties & Reporting

a. Employer employs Employee as [TITLE], reporting to [POSITION].
b. Employee shall perform the position’s customary duties and additional lawful duties reasonably assigned by Employer.
c. Employee shall comply with lawful workplace policies as amended from time to time.

3.2 At-Will Employment

a. Either Party may end employment at any time, with or without cause or advance notice, subject to express written promises and controlling law.
b. Nothing in this Agreement authorizes termination, discipline, or retaliation prohibited by law. Tenn. Code Ann. § 50-1-304 prohibits discharge or termination solely because an employee refuses to participate in or remain silent about illegal activities.
c. [OPTIONAL REQUEST: Employee should provide [NUMBER] days’ written notice when practicable. Failure to provide requested notice does not create a debt or authorize withholding earned wages.]

3.3 Compensation & Benefits

a. Base Pay. Employer shall pay Employee $[AMOUNT] per [HOUR/YEAR] on regular paydays designated in advance as [PAYDAYS], subject to lawful deductions and withholdings. Covered private employers must maintain regular paydays and pay at least monthly under Tenn. Code Ann. § 50-2-103(a)(1).
b. Bonus. Employee [is/is not] eligible for [BONUS PROGRAM], subject to the program’s written terms.
c. Benefits. Employee may participate in benefit plans for which Employee satisfies the written eligibility terms. Employer may amend or terminate a plan subject to its terms and controlling law.
d. Paid Time Off. Employee shall receive paid time off under [POLICY NAME]. Tennessee law does not require separation payout of unused fringe benefits unless an Employer policy or labor agreement requires it. Tenn. Code Ann. § 50-2-103(a)(3).
e. Payroll Deductions. Employer shall make only deductions permitted by controlling law. This Agreement is not advance authorization for a specific loss, property, equipment, shortage, loan, or other wage offset; any voluntary offset must be separately identified and authorized in writing before the offset under Tenn. Code Ann. § 50-2-110(a)(2).
f. Final Wages. For wages or salary outside the piece-work/commission exception, Employer shall pay earned amounts by the later of the next regular payday or twenty-one days after separation. For compensation earned on or after July 1, 2026 by an employee employed on a piece-work or commission basis, payment is due by the last day of the succeeding month following separation. Tenn. Code Ann. § 50-2-103(g), as amended by 2026 Tenn. Pub. Acts ch. 617, §§ 2-3.

3.4 Schedule & Work Location

Employee’s regular schedule is [SCHEDULE], and the primary work location is [LOCATION/REMOTE]. Employer may revise duties, schedules, reporting lines, and work arrangements subject to controlling law and any express written compensation promise.

3.5 Business Expenses

Employer shall reimburse reasonable, properly documented business expenses under [EXPENSE POLICY].

3.6 Conditions of Employment

Employment is conditioned on completion of lawful screening, verification of work authorization, and maintenance of licenses or credentials required for the position.

IV. REPRESENTATIONS

1. Each Party represents that the Party has authority to enter into this Agreement.
2. Employee represents that performing the assigned duties will not require disclosure or misuse of another person’s confidential information.
3. Employee shall identify any prior agreement or legal restriction that may conflict with the assigned duties. Employer shall not require Employee to violate a valid third-party obligation.

V. CONFIDENTIALITY, WORK PRODUCT & PROTECTED ACTIVITY

5.1 Confidentiality

Employee shall protect Confidential Information and use it only for Employer’s legitimate business. This duty does not prohibit or require advance approval for Protected Activity, truthful testimony, compliance with legal process, discussion protected by controlling labor law, or consultation with Employee’s attorney.

5.2 Work Product

Employee assigns to Employer the Work Product identified in [WORK-PRODUCT OR INVENTIONS SCHEDULE]. Employee shall list pre-existing or excluded material in [EXCLUSIONS SCHEDULE]. Any broader invention-assignment provision must appear in a separately signed rider reviewed by Tennessee counsel.

5.3 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. For this notice, “employee” includes a contractor or consultant.

5.4 Post-Employment Restraints

This base Agreement imposes no post-employment noncompetition, customer or employee nonsolicitation, noninterference, or nondisparagement covenant. Any proposed restraint must appear in a separately signed rider tailored to the employee, role, protectable interest, duration, and territory, and must be reviewed by Tennessee counsel under law current when signed and enforced.

5.5 Return of Property

On request or separation, Employee shall return Employer property, subject to lawful record-retention, protected-reporting, and litigation-preservation rights. Return of property is not a condition to payment of earned wages except to the extent a specific written offset independently satisfies controlling law.

VI. BREACH & REMEDIES

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

VII. RESPONSIBILITY & RISK ALLOCATION

1. Each Party remains responsible to the extent provided by controlling 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.
2. No contractual liability 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.
3. Employer shall maintain workers’ compensation and other insurance required by controlling law.
4. An emergency or force-majeure event does not excuse wage payment or another duty that controlling law makes nonwaivable.

VIII. DISPUTE RESOLUTION

8.1 Governing Law

Tennessee law governs this Agreement, without regard to conflict-of-law rules.

8.2 Judicial Forum

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], Tennessee. Nothing restricts access to a government agency or another forum controlling law makes available.

8.3 Arbitration — Optional Separate Rider

Arbitration applies only if both Parties sign a separate rider identifying covered claims, preserving government-agency access and nonwaivable remedies, allocating costs lawfully, and providing a neutral process. Tennessee counsel must review the rider.

8.4 Jury Waiver — Optional Separate Rider

Any jury waiver must appear in a separately signed rider reviewed by Tennessee counsel and applies only to the extent lawful and enforceable.

8.5 Equitable Relief

A Party may request narrowly tailored provisional or permanent relief but must prove every requirement imposed by controlling law. This Agreement creates no presumption of harm or entitlement to relief.

IX. GENERAL PROVISIONS

1. Amendment & Waiver. An amendment or waiver must be in a writing signed by the affected Parties.
2. Assignment. Employee may not assign personal employment duties. Employer may assign this Agreement to a successor that assumes Employer’s express obligations.
3. Notices. Notices under this Agreement shall be sent to the addresses above or to an updated address provided in writing.
4. Severability. If a provision is invalid or unenforceable, it shall be severed or enforced only to the lawful extent permitted by the controlling tribunal. This clause does not require a tribunal to rewrite a restraint or other provision.
5. Integration. This Agreement and the documents expressly incorporated into it are the complete agreement on its subject matter.
6. Electronic Signatures. The Parties may use an electronic-signature process they accept to the extent controlling law permits.
7. Counterparts. The Parties may sign counterparts, each deemed an original and together one instrument.
8. Headings. Headings are for convenience and do not affect interpretation.

X. EXECUTION BLOCK

SOURCES CONSULTED

• Tennessee Department of Labor & Workforce Development, Employee Rights (at-will doctrine and statutory exceptions, including Tenn. Code Ann. § 50-1-304).
• Tennessee Department of Labor & Workforce Development, Wages & Breaks (Tenn. Code Ann. §§ 50-2-103 and 50-2-110).
• Tennessee General Assembly, H.B. 2213 / S.B. 2392 bill history (2026 proposal to amend § 50-1-304; no enactment shown).
• U.S. Government Publishing Office, 18 U.S.C. § 1833.

END OF DOCUMENT