Healthcare Employment Agreement (Iowa)

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JURISDICTION: IA
LAST UPDATED: 2026-05-11
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HEALTHCARE EMPLOYMENT AGREEMENT

(Iowa — Physician / Nurse Practitioner / Physician Assistant Template)

TABLE OF CONTENTS

1. Document Header
2. Definitions
3. Engagement; Duties; Scope of Practice
4. Compensation & Benefits
5. Term; Renewal; Termination
6. Representations & Warranties
7. Covenants & Restrictions (Non-Compete; Non-Solicit; Confidentiality)
8. Default; Notice & Remedies
9. Risk Allocation (Malpractice; Tail Coverage)
10. Dispute Resolution
11. General Provisions
12. Execution Block
13. Schedules & Exhibits

1. DOCUMENT HEADER

1.1 Parties

This Healthcare Employment Agreement (the "Agreement") is entered into and made effective as of [EFFECTIVE DATE] (the "Effective Date") by and between:

1.2 Recitals

A. Employer is duly organized under the laws of the State of Iowa to employ healthcare professionals and to provide professional healthcare services in compliance with Iowa Code ch. 148 (Medicine and Surgery) and other Applicable Law.
B. Employee is duly licensed in Iowa and desires to render professional services for Employer.
C. The Parties wish to set forth the terms and conditions of Employee's employment.

NOW, THEREFORE, for good and valuable consideration, the Parties agree as follows.

2. DEFINITIONS

"Applicable Law" — All present and future federal, state, and local statutes, regulations, ordinances, and professional standards governing the performance of Services, including Iowa Code chs. 147, 148, 148C, and 152; the federal Stark Law (42 U.S.C. § 1395nn); the Anti-Kickback Statute (42 U.S.C. § 1320a-7b(b)); HIPAA (45 C.F.R. Parts 160, 162, 164); and rules of the Iowa Board of Medicine.

"Base Salary" — The annual salary payable under Section 4.1(a).

"Board Certification" — Current certification by the American Board of [SPECIALTY] or comparable certifying body.

"Cause" — The events described in Section 5.4(b).

"Confidential Information" — Has the meaning set forth in Section 7.2.

"DEA" — The United States Drug Enforcement Administration.

"Malpractice Insurance" — The professional liability coverage required under Section 9.3.

"Services" — All professional healthcare and related administrative services Employee renders under this Agreement.

"Term" — The period defined in Section 5.1, including any Renewal Term.

3. ENGAGEMENT; DUTIES; SCOPE OF PRACTICE

3.1 Employment; Position. Employer hereby employs Employee under the job title [TITLE, e.g., "Staff Physician — Internal Medicine"].

3.2 Primary Practice Site. Employee shall principally render Services at [PRIMARY LOCATION] and at such additional sites within [COUNTY], Iowa as Employer may reasonably designate. Permanent relocation beyond [25] miles requires at least [30] days' prior written notice.

3.3 Scope of Duties. Employee shall:
(a) Provide professional services consistent with Applicable Law, the Iowa Board of Medicine's standard of care, and Employer's policies;
(b) Maintain timely and complete medical records;
(c) Comply with Employer's quality assurance, peer review, utilization review, and compliance programs;
(d) Participate in on-call rotation reasonably scheduled by Employer; and
(e) Perform administrative duties customarily associated with the position.

3.4 Licensing & Credentialing.
(a) Employee shall maintain at all times during the Term:
☐ Unrestricted Iowa professional license;
☐ Current Board Certification (if applicable);
☐ Valid DEA registration;
☐ Iowa CSA (Controlled Substances Act) registration where applicable; and
☐ All hospital and payer credentials reasonably required.
(b) Employee shall immediately notify Employer of any investigation, suspension, restriction, or revocation of any license, certification, or credential.

3.5 Scope of Practice; Independent Judgment. Employee shall practice only within the scope authorized by Iowa Code chs. 148, 148C, or 152, as applicable. Nothing herein shall be construed to interfere with Employee's independent professional judgment.

3.6 Fee-Splitting Prohibition. Consistent with Iowa Code § 148.6 and the rules of the Iowa Board of Medicine, no compensation arrangement under this Agreement shall constitute prohibited fee-splitting, kickback, or division of professional fees with unlicensed persons. Compensation is intended to comply with the personal services and bona fide employment safe harbors under Stark and Anti-Kickback.

4. COMPENSATION & BENEFITS

4.1 Compensation.
(a) Base Salary. Employer shall pay Employee a Base Salary of $[AMOUNT] per annum, payable in accordance with Iowa Code ch. 91A.
(b) Incentive / Productivity. Employee may earn incentive compensation per Schedule A, structured to comply with Stark and Anti-Kickback.
(c) Signing Bonus / Relocation. [IF APPLICABLE] Employer shall pay a one-time [signing bonus / relocation allowance] of $[AMOUNT] within [30] days of the Effective Date, subject to repayment terms in Schedule B if Employee terminates within [____] months.

4.2 Benefits. Employee shall be eligible for Employer's benefit plans on terms offered to similarly situated employees.

4.3 PTO & CME.
(a) PTO accrues at [____] hours per pay period.
(b) Employer shall reimburse up to $[AMOUNT] per calendar year for CME expenses and provide up to [____] CME leave days annually.

4.4 Expense Reimbursement. Employer shall reimburse reasonable, documented business expenses consistent with Employer policy.

4.5 Final Wages. Upon separation, Employer shall pay all earned wages consistent with Iowa Code § 91A.4.

5. TERM; RENEWAL; TERMINATION

5.1 Term. The Initial Term commences on the Effective Date and continues for [THREE] years. The Agreement automatically renews for successive [ONE-YEAR] Renewal Terms unless either Party gives at least [90] days' prior written notice of non-renewal.

5.2 Termination Without Cause. Either Party may terminate without Cause upon at least [90] days' prior written notice.

5.3 Termination by Mutual Agreement. The Parties may terminate at any time by mutual written consent.

5.4 Termination for Cause.
(a) Procedure. A Party seeking to terminate for Cause shall deliver written notice identifying specific grounds. If curable, the breaching Party has [30] days to cure.
(b) Cause Defined (non-exclusive):
☐ Material breach of this Agreement;
☐ Loss, suspension, or restriction of Employee's Iowa license, DEA registration, or hospital privileges;
☐ Exclusion from any federal or state healthcare program;
☐ Conviction of, or plea of nolo contendere to, a felony or crime involving moral turpitude;
☐ Willful misconduct or gross negligence in the performance of Services;
☐ Disciplinary action by the Iowa Board of Medicine under Iowa Code § 148.6; or
☐ Violation of Employer's anti-harassment, discrimination, or substance abuse policies.

5.5 Effect of Termination. Upon termination:
(a) Employer shall pay all earned but unpaid Base Salary, accrued PTO (per policy), and documented expenses within the time required by Iowa Code § 91A.4.
(b) Employee shall return all Employer property and cooperate in the orderly transfer of patient care.

5.6 Survival. Sections 6, 7, 8, 9, 10, and 11 survive termination or expiration.

6. REPRESENTATIONS & WARRANTIES

6.1 Mutual Representations. Each Party warrants it has full authority to enter into this Agreement and that performance will not violate any other binding obligation.

6.2 Employee Representations. Employee additionally represents and warrants:
(a) All licenses, certifications, and credentials are current and unrestricted;
(b) Employee is not subject to any agreement that would restrict performance hereunder;
(c) Employee has not been sanctioned, excluded, or convicted as described in Section 5.4(b); and
(d) Employee will promptly disclose any event rendering any representation inaccurate.

6.3 Survival. Representations survive [TWO] years post-termination; fraud and intentional misrepresentation survive without limitation.

7. COVENANTS & RESTRICTIONS

7.1 Compliance with Law. Employee shall perform Services in accordance with Applicable Law and Employer's compliance program.

7.2 Confidentiality.
(a) "Confidential Information" includes Employer's trade secrets, patient information protected under HIPAA, and proprietary business information.
(b) Employee shall not use or disclose Confidential Information except as authorized or required by law.
(c) Upon termination, Employee shall return or securely destroy all Confidential Information.

7.3 Non-Compete Covenant (Rule of Reason).

(a) During the Term and for a period of [ONE (1)] year following termination, Employee shall not, directly or indirectly, engage in the practice of [SPECIALTY] within a [__]-mile radius of [PRIMARY PRACTICE SITE].
(b) Carve-outs. The covenant does not restrict: (i) inactive ownership of less than 1% of a publicly traded healthcare entity; (ii) academic or governmental practice outside the restricted area; or (iii) practice with Employer's prior written consent.
(c) Reformation. If any Iowa court finds any term unenforceable, the Parties consent to judicial blue-pencil reformation to the maximum scope enforceable under Iowa law.

7.4 Non-Solicitation.
(a) Patients. For [ONE (1)] year post-termination, Employee shall not knowingly solicit Employer's active patients for competitive services. General advertising and patient-initiated contact are excluded.
(b) Employees. For [ONE (1)] year post-termination, Employee shall not solicit Employer's employees to terminate employment.

7.5 Intellectual Property. All works conceived in the course of employment relating to Employer's business are "work made for hire" and belong to Employer. Employee hereby assigns all related rights to Employer.

7.6 Outside Activities. Employee may engage in outside professional activities only with Employer's prior written consent.

8. DEFAULT; NOTICE & REMEDIES

8.1 Events of Default. Includes any uncured breach constituting Cause; failure to pay any undisputed monetary obligation within [10] business days after notice; or material violation of Employer's compliance program after warning.

8.2 Notice & Cure. Written notice required; cure period of [30] days (or [10] days for monetary defaults).

8.3 Remedies. Termination; specific performance; injunctive relief; reasonable attorneys' fees and costs as permitted by Iowa law.

8.4 Cumulative Remedies. All remedies are cumulative and non-exclusive.

9. RISK ALLOCATION

9.1 Indemnification.
(a) Employee indemnifies Employer against Losses arising from Employee's gross negligence, willful misconduct, or violation of Applicable Law.
(b) Employer indemnifies Employee against Losses arising from Employer's business operations or acts of Employer (other than Employee).

9.2 Limitation of Liability. Except for indemnification, breaches of confidentiality, or gross negligence/willful misconduct, aggregate liability is limited to the Malpractice Insurance limits in Section 9.3 or $[AMOUNT], whichever is greater.

9.3 Malpractice Insurance.
(a) Employer shall maintain professional liability insurance covering Employee with limits of not less than $[1,000,000] per claim and $[3,000,000] aggregate.
(b) Tail Coverage. If claims-made coverage is provided, Employer shall procure extended reporting (tail) coverage with the same limits for at least [three] years following termination, with allocation per Schedule C.

(c) Employee shall cooperate with the insurer in claim investigation and defense.

9.4 Force Majeure. Neither Party is liable for delay caused by events beyond reasonable control, including natural disasters, epidemics, or governmental orders.

10. DISPUTE RESOLUTION

10.1 Governing Law. This Agreement is governed by Iowa law without regard to conflict-of-laws principles.

10.2 Forum Selection. Any action shall be brought exclusively in the Iowa District Court for [COUNTY] County, or, if federal jurisdiction exists, the U.S. District Court for the [Northern / Southern] District of Iowa.

10.3 Optional Binding Arbitration.

(a) Upon mutual written election, any dispute shall be finally resolved by confidential binding arbitration administered by the AAA under its Employment Arbitration Rules (Healthcare Supplement) in [CITY, Iowa].
(b) Either Party may seek interim injunctive relief in court pending arbitration.
(c) The arbitrator's award shall be in writing and final; judgment may be entered in any court of competent jurisdiction.

10.4 Jury Trial Waiver (Optional).
EACH PARTY KNOWINGLY, VOLUNTARILY, AND IRREVOCABLY WAIVES ITS RIGHT TO A TRIAL BY JURY IN ANY ACTION ARISING OUT OF THIS AGREEMENT.

10.5 Injunctive Relief. Either Party may seek temporary, preliminary, or permanent injunctive relief to enforce Sections 7.2, 7.3, and 7.4, without bond to the extent permitted.

11. GENERAL PROVISIONS

11.1 Amendments & Waivers. Only effective if in writing and signed by both Parties.

11.2 Assignment. Employee may not assign. Employer may assign to a successor by merger or acquisition that assumes Employer's obligations in writing.

11.3 Severability; Reformation. If any provision is invalid, the remainder remains in force; the court shall reform invalid provisions to the minimum extent necessary.

11.4 Entire Agreement. This Agreement, with Schedules and Exhibits, constitutes the entire agreement.

11.5 Counterparts; Electronic Signatures. Counterparts permitted; electronic signatures (DocuSign, PDF) deemed original per Iowa Code ch. 554D.

11.6 Notices. Written notice by personal delivery, overnight courier, or certified mail to the addresses below.

11.7 Construction. Headings for convenience only; the drafter rule is waived.

12. EXECUTION BLOCK

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

13. SCHEDULES & EXHIBITS

• Schedule A — Productivity & Quality Incentive Plan (Stark/AKS-compliant)
• Schedule B — Signing Bonus / Relocation Repayment Terms
• Schedule C — Tail Coverage Allocation Matrix
• Exhibit 1 — Job Description & Performance Metrics
• Exhibit 2 — Acknowledgment of Employer Policies & Compliance Program

Sources and References

• Iowa Code ch. 148 (Medicine and Surgery): https://www.legis.iowa.gov/docs/code/148.pdf
• Iowa Code § 148.6 (Licensee discipline): https://www.legis.iowa.gov/docs/code/148.6.pdf
• Iowa Code ch. 91A (Wage Payment Collection): https://www.legis.iowa.gov/docs/code/91A.pdf
• Lamp v. American Prosthetics, Inc., 379 N.W.2d 909 (Iowa 1986)
• Revere Transducers, Inc. v. Deere & Co., 595 N.W.2d 751 (Iowa 1999)
• 42 U.S.C. § 1395nn (Stark Law); 42 U.S.C. § 1320a-7b(b) (Anti-Kickback Statute)

This template is provided for informational purposes and should be reviewed by competent Iowa counsel before use.