Employment Contract - At-Will - Utah

AT-WILL EMPLOYMENT AGREEMENT

(State of Utah)

TABLE OF CONTENTS

1. Document Header
2. Definitions
3. Operative Provisions
4. Representations
5. Confidentiality, Work Product & Protected Activity
6. Breach & Remedies
7. Responsibility & Risk Allocation
8. Dispute Resolution
9. General Provisions
10. Execution Block

1. 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.

2. DEFINITIONS

1. “Base Pay” means the salary or hourly wage stated in Section 3.3.
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].

3. 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.
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. Utah Code § 34-28-3(1) generally requires pay periods no longer than semimonthly and payment within ten days after a pay period closes; a yearly salaried employee may be paid monthly by the seventh day of the following month.
b. Pay Statements. If Employer makes a deduction, Employer shall provide the deduction statement required by Utah Code § 34-28-3(4), plus any occupation-specific statement required by law.
c. Bonus. Employee [is/is not] eligible for [BONUS PROGRAM], subject to the program’s written terms.
d. Benefits and Paid Time Off. Employee may participate in benefit and paid-time-off plans for which Employee satisfies the written eligibility terms. Eligibility, accrual, use, and separation treatment are governed by those written terms and controlling law.
e. Payroll Deductions. Employer shall not withhold, divert, rebate, or offset wages except as Utah Code § 34-28-3(6) permits. This Agreement is not express written authorization for a particular loss, property, equipment, shortage, loan, or other deduction. Any voluntary deduction must be separately identified and authorized in writing.
f. Employer-Initiated Separation. If Employer separates Employee from payroll, unpaid wages become due immediately and must be paid within twenty-four hours by a method satisfying Utah Code § 34-28-5(1), subject to the statute’s commission-sales rule.
g. Resignation. If Employee has no definite-period written contract and resigns, earned and unpaid wages and any qualifying deposit are due on the next regular payday under Utah Code § 34-28-5(2).
h. Wage Dispute. If wages are disputed, Employer shall give written notice of the amount conceded to be due and pay that amount unconditionally within the statutory time. Acceptance does not release a claim to the disputed balance. Utah Code § 34-28-6.
i. Wage-Claim Protection. Employer shall not discharge, demote, or otherwise retaliate because Employee filed, will file, testified, will testify, or Employer believes Employee may file or testify in a proceeding enforcing the Payment of Wages Act. Utah Code § 34-28-19.

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.

4. 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.

5. 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 Utah 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 Utah Post-Employment Restrictions

a. This base Agreement imposes no post-employment noncompetition, customer or employee nonsolicitation, noninterference, experience-based nondisclosure, or nondisparagement covenant.
b. Any proposed restraint must appear in a separately signed rider tailored to the worker, role, protectable interest, duration, and territory and reviewed under Utah Code Chapter 34-51 and law current when signed and enforced.
c. Utah Code § 34-51-201 limits ordinary employee noncompetes to one year, prohibits healthcare-worker noncompetes entered on or after May 6, 2026, and separately prohibits veterinarian noncompetes entered on or after that date unless the veterinarian has at least a five-percent ownership interest. Sections 34-51-203, 34-51-205, and 34-51-206 impose additional healthcare-worker and veterinarian limits on nonsolicitation and nondisclosure provisions.
d. If an employer unsuccessfully seeks to enforce a covered noncompete, healthcare noncompete, nondisclosure clause, or nonsolicitation agreement, Utah Code § 34-51-301 makes the employer liable for the employee’s arbitration costs, attorney fees and court costs, and actual damages.

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. A property claim does not itself authorize withholding earned wages.

6. 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.

7. 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.

8. DISPUTE RESOLUTION

8.1 Governing Law

Utah 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], Utah. 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. Utah counsel must review the rider.

8.4 Jury Waiver — Optional Separate Rider

Any jury waiver must appear in a separately signed rider reviewed by Utah 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.

9. 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.

10. EXECUTION BLOCK

SOURCES CONSULTED

• Utah Legislature, Utah Code Chapter 34-28, Payment of Wages.
• Utah Legislature, Utah Code Chapter 34-51, Part 2 (current text incorporating 2026 Chapters 66 and 341).
• Utah Legislature, Utah Code § 34-51-301 (effective May 6, 2026).
• Utah Legislature, enrolled S.B. 111 (2026) (veterinary post-employment amendments).
• Utah Labor Commission, Wage Claim.
• U.S. Government Publishing Office, 18 U.S.C. § 1833.

END OF DOCUMENT