Termination Letter

CONFIDENTIAL EMPLOYMENT TERMINATION NOTICE

I. DOCUMENT HEADER

Employer: [Full Legal Name of Employer], a [State of Incorporation] [corporation/LLC/etc.] (“Company”)
Employee: [Employee’s Full Name] (“Employee”)
Position: [Employee’s Title]
Work Location: [City, State]
Date of Issuance: [Month Day, Year]
Separation Date: [Month Day, Year]

Recitals

A. The Employee has been employed by the Company on an at-will basis pursuant to that certain offer letter dated [Offer Letter Date] (the “Employment Agreement”).
B. The Company has determined to terminate the Employee’s employment effective as of the Separation Date.
C. The parties desire to set forth their respective rights and obligations arising out of the termination.

II. DEFINITIONS

(Each defined term is capitalized throughout this Notice.)

1. “COBRA” means the Consolidated Omnibus Budget Reconciliation Act of 1985, 29 U.S.C. § 1161 et seq.
2. “Final Pay Deadline” means the date that is 72 hours after the Separation Date, or, if the Separation Date is a non-business day, the next business day, as required by N.H. Rev. Stat. Ann. § 275:44.
3. “Company Property” means all tangible and intangible property belonging to the Company, including keys, passes, credit cards, laptops, mobile devices, documents, and Confidential Information (as defined in any prior confidentiality agreement between the parties).
4. “Separation Date” has the meaning set forth in the Document Header above.

III. OPERATIVE PROVISIONS

3.1 Termination of Employment

Effective as of the Separation Date, the Employee’s employment with the Company is terminated. Nothing in this Notice alters the at-will nature of the relationship prior to the Separation Date.

3.2 Final Compensation

a. Wages. All earned but unpaid wages through the Separation Date will be paid no later than the Final Pay Deadline.
b. Accrued Paid Time Off. Accrued, unused paid time off (“PTO”), if any, will be paid concurrently with the final wages.

3.3 Employee Benefits

a. Group Health Coverage (COBRA). Coverage under the Company’s group health plan will end at 11:59 p.m. on the Separation Date. Under COBRA, the Employee may elect to continue coverage at the Employee’s own cost. A separate COBRA election notice and election form will be sent under separate cover.
b. Retirement Plans. Vested amounts in the Company’s 401(k) or other qualified plan remain subject to the terms of the applicable plan documents.

3.4 Unemployment Insurance

The Employee may be eligible for unemployment compensation benefits under New Hampshire law. Eligibility is determined solely by the New Hampshire Department of Employment Security (“NHES”). The Company will provide the NHES–required separation information upon request.

3.5 Return of Company Property

On or before the Separation Date (or within [•] days thereafter if requested in writing), the Employee must return all Company Property and certify in writing that no proprietary data has been retained.

3.6 Post-Separation Obligations

Any confidentiality, non-solicitation, non-competition, or invention-assignment covenants previously agreed to by the Employee remain in full force and effect according to their terms.

3.7 References & Employment Verification

The Company’s policy is to provide neutral employment verification limited to dates of employment and last position held, unless otherwise required by law or with the Employee’s written authorization.

IV. REPRESENTATIONS & WARRANTIES

1. Company Representation. The Company represents that, as of the Date of Issuance, all wages earned by the Employee through such date have been or will be paid in accordance with applicable law.
2. Employee Representation. The Employee represents that all Company Property in the Employee’s possession will be returned by the deadline set forth in Section 3.5.

V. COVENANTS & RESTRICTIONS

1. Non-Disparagement. The Employee shall not make any false, disparaging, or derogatory statements concerning the Company or its affiliates.
2. Cooperation. For a period of [12] months following the Separation Date, the Employee shall reasonably cooperate with the Company in connection with any transition matters or proceedings that relate to the Employee’s period of employment.

VI. DEFAULT & REMEDIES

In the event of the Employee’s material breach of Sections 3.5 (Return of Company Property) or V (Covenants & Restrictions), the Company may pursue all remedies available at law or in equity, including but not limited to injunctive relief and monetary damages, without the necessity of posting bond.

VII. RISK ALLOCATION

(Reserved – No indemnification or liability-limitation provisions applicable.)

VIII. DISPUTE RESOLUTION

1. Governing Law. This Notice shall be governed by and construed in accordance with the laws of the State of New Hampshire, without regard to its conflict-of-laws principles.
2. Forum Selection. The state courts located in [County], New Hampshire shall have exclusive jurisdiction over any dispute arising out of or related to this Notice, and each party irrevocably submits to such jurisdiction.

IX. GENERAL PROVISIONS

1. Entire Notice. This Notice contains the entire understanding of the parties with respect to the subject matter hereof and supersedes all prior oral or written communications concerning such subject matter, except that any prior confidentiality or restrictive-covenant agreements survive as stated herein.
2. Amendments. No amendment or waiver of any provision of this Notice is effective unless it is in writing and signed by the Company.
3. Severability. If any provision of this Notice is held unenforceable, such provision shall be modified to the minimum extent necessary to render it enforceable, and the remaining provisions shall remain in full force and effect.
4. Counterparts; Electronic Signatures. This Notice may be executed in counterparts, each of which is deemed an original, and all of which together constitute one instrument. Signatures transmitted by PDF or other electronic means shall be deemed original.

X. ACKNOWLEDGMENT & EXECUTION BLOCK

By signing below, the Employee acknowledges receipt of this Notice, agrees to the terms set forth herein, and certifies that the Employee had the opportunity to consult independent counsel.

PLEASE KEEP A COPY OF THIS NOTICE FOR YOUR RECORDS.