Indiana Healthcare Employment Agreement (Physician/NP/PA)

INDIANA HEALTHCARE PROFESSIONAL EMPLOYMENT AGREEMENT

This Healthcare Professional Employment Agreement ("Agreement") is entered into as of [__/__/____] (the "Effective Date") by and between:

1. POSITION AND CLASSIFICATION

☐ Physician (M.D./D.O.) — licensed under Ind. Code § 25-22.5
☐ Advanced Practice Registered Nurse (APRN/NP) — licensed under Ind. Code § 25-23-1; collaboration agreement required
☐ Physician Assistant (PA) — licensed under Ind. Code § 25-27.5; supervisory agreement required

Specialty: [_________________________________]
Primary Practice Site(s): [_________________________________]
FTE / Schedule: [____]

2. LICENSURE, CREDENTIALING, AND SCOPE OF PRACTICE

Provider represents and warrants:

• ☐ Holds an unlimited, unrestricted Indiana license issued by the Indiana Medical Licensing Board / Board of Nursing / PA Committee.
• ☐ DEA registration in effect; INSPECT (Indiana Scheduled Prescription Electronic Collection and Tracking) account active.
• ☐ Active Medicare/Medicaid enrollment; no OIG/SAM exclusions.
• ☐ No pending disciplinary actions, malpractice judgments, or NPDB reports beyond those disclosed in Exhibit A.

Provider shall practice strictly within the scope authorized by Indiana law and any applicable collaborative or supervisory agreement.

3. COMPENSATION

4. BENEFITS

☐ Health, dental, vision insurance; ☐ retirement plan (401(k) / 403(b)) with [____]% match; ☐ paid time off [____] days; ☐ professional dues and licensure fees; ☐ short/long-term disability; ☐ life insurance.

5. PROFESSIONAL LIABILITY (MALPRACTICE) INSURANCE

Employer shall procure and maintain professional liability insurance covering Provider with limits of not less than $[________]/$[________] (per claim/aggregate).

Indiana Qualified Provider Status (IC § 34-18-3-2): Provider shall be enrolled as a "qualified health care provider" under the Indiana Medical Malpractice Act, with surcharge paid to the Patient's Compensation Fund.

☐ Claims-made — Employer pays tail (extended reporting) coverage if employment ends [____].
☐ Occurrence — no tail required.

6. NON-COMPETE COVENANT (PHYSICIAN ONLY)

6.A Hospital-Affiliated Employers (SEA 475, eff. 7/1/2025)

If Employer is a hospital, parent company of a hospital, affiliated manager of a hospital, or hospital system, the parties acknowledge that no non-compete covenant applies. Employer may rely only on:

• Non-disclosure of confidential business information and trade secrets;
• Non-solicitation of current employees for one (1) year post-termination (subject to IC § 25-22.5-5.5 limits); and
• Sale-of-business non-compete (only where physician owned >50% at time of sale).

6.B Non-Hospital Employers — Five Mandatory Provisions (IC § 25-22.5-5.5)

If enforceable, this covenant complies with all five statutorily required provisions:

1. Patient Notice. Employer shall, upon Provider's request, provide Provider's last known contact information to patients seen within the prior two (2) years.
2. Patient Records. Employer shall provide patients a copy of their medical records under Ind. Code § 16-39.
3. Buy-Out Option. Provider may purchase release from this non-compete for a reasonable price, mutually agreed in writing, or determined by arbitration if the parties cannot agree.
4. Geographic Limit. Restriction limited to a [____]-mile radius from [____________].
5. Temporal Limit. Restriction limited to [____] months (not to exceed two (2) years) following termination.

7. NON-SOLICITATION AND CONFIDENTIALITY

For [____] months following termination, Provider shall not solicit Employer's employees or contractors. Provider shall protect Employer's trade secrets, patient information (HIPAA, 45 C.F.R. Parts 160/164), and confidential business information at all times.

8. FEE-SPLITTING AND CORPORATE PRACTICE COMPLIANCE

Pursuant to 844 IAC 5-2-10 and 844 IAC 5-2-11, no fees shall be divided with any practitioner who is not a partner, employee, or shareholder of Employer except (i) with patient consent after full disclosure and (ii) in proportion to services performed and responsibility assumed. Referral fees are prohibited.

Pursuant to IC § 25-22.5-8-1, no compensation arrangement shall constitute the unlicensed practice of medicine or impermissible fee-splitting with a non-licensed entity.

9. SUPERVISION / COLLABORATION (NP / PA)

• ☐ NP — Collaborative Practice Agreement filed under Ind. Code § 25-23-1-19.5; collaborating physician: [____________].
• ☐ PA — Supervisory Agreement under Ind. Code § 25-27.5-6; supervising physician: [____________]; chart review per IMLB rules.

10. TERM AND TERMINATION

Initial Term: [____] years from the Effective Date, renewing automatically for [____]-year terms unless either party gives [____] days' written notice.

Termination for Cause (immediate, by Employer): loss of licensure; exclusion from federal healthcare programs; conviction of a felony or crime of moral turpitude; material breach uncured after [____] days' notice; loss of medical staff privileges; impairment endangering patients.

Termination Without Cause: either party on [____] days' written notice.

11. MEDICAL RECORDS

All medical records are property of Employer (IC § 16-39). Upon termination, Provider may, with Employer cooperation, notify patients consistent with AMA continuity-of-care obligations and Section 6.B.1 above.

12. DISPUTE RESOLUTION

Disputes shall be resolved by ☐ mediation, then ☐ binding arbitration in [____ County, Indiana], administered by [AAA / JAMS] under its Commercial Rules; or ☐ litigation in [____ County, Indiana] state court. Governing Law: Indiana.

13. REPORTING OBLIGATIONS

Provider shall promptly notify Employer of: (i) any action, complaint, or investigation by IMLB or any licensing authority; (ii) any malpractice claim or NPDB-reportable event; (iii) any change in DEA, Medicare, Medicaid, or commercial payer status.

14. MISCELLANEOUS

☐ Entire agreement; ☐ written amendments only; ☐ severability (with reformation of any unenforceable restrictive covenant to the maximum extent permitted by Indiana law); ☐ assignment requires consent; ☐ notices to addresses in Exhibit B.

SIGNATURES

EXHIBITS

• Exhibit A — Disclosed Prior Claims / NPDB / Disciplinary History
• Exhibit B — Notice Addresses
• Exhibit C — Collaborative or Supervisory Agreement (if NP/PA)
• Exhibit D — Fair Market Value / Commercial Reasonableness Documentation

Sources and References

• Indiana Code § 25-22.5-5.5 — Physician Non-Compete Statute
• Senate Enrolled Act 475 (2025) — Hospital-physician non-compete prohibition (eff. 7/1/2025)
• Indiana Code § 25-22.5 — Medical Practice Act
• Indiana Code § 25-22.5-8-1 — Unlicensed practice; fee-splitting
• 844 IAC 5-2-10 — Fee Division
• 844 IAC 5-2-11 — Referral Fees
• Indiana Code § 25-23-1 — Nursing (APRN scope and collaboration)
• Indiana Code § 25-27.5 — Physician Assistants
• Indiana Code § 16-39 — Medical Records
• 42 U.S.C. § 1395nn (Stark Law); 42 U.S.C. § 1320a-7b (Anti-Kickback Statute)

DISCLAIMER: This template is informational only and is not legal advice. Indiana SEA 475 (2025) materially changed the law of physician non-competes effective July 1, 2025. Have Indiana healthcare counsel review before signing.