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Executive Employment Agreements
Executive Employment Contracts Lawyers
Championing the Cause of America's White Collar Workers
Aiding Clients in Developing or Disputing Executive Employment Contracts
We are attorneys who represent executives with employment agreements or those who wish to negotiate an employment agreement.
Unlike most employees, high-level executives often negotiate employment contracts that spell out the amount and forms of compensation they are due if their employment is severed. Executive employment contracts are often for a fixed term of years, which require the employer to pay the balance of what would be earned if the executive is terminated without just cause before the expiration of the term set forth in the contract. What constitutes just cause must be carefully defined in the agreement and not be left open to interpretation. For example, just cause or cause provisions usually are defined to include a violation of fiduciary duty to void severance payment obligations. The phrase fiduciary duty is subject to broad interpretation and rife with the potential for mischief unless its meaning is carefully delineated.
Crafting the appropriate language not only requires an understanding of the executive's duties and responsibilities but a firm knowledge of the legal ramifications of the language contained in the contract. Verbal agreements as to the meaning of what was intended that attempt to vary the literal meaning of the written words used in a fully integrated agreement will most often not hold up in court.
When negotiating a contract for new employment, we often work behind the scenes advising our clients on what to include or avoid in the agreement so that they may obtain their compensation objectives. We do not rely on boilerplate language but tailor each agreement to take into consideration the legal and employment environment to which the contract applies.
Considerations During Negotiation of Compensation Agreements
- What happens if there is a material change in your job duties or reporting relationship during the term of the agreement?
- What happens if there is a change in control of the company you are employed by?
- Are bonuses paid on a pro-rata basis if your employment is terminated before they are paid out?
- If you are entitled to commissions, may your employment separation date be manipulated to deny you commissions for which you were the procuring cause?
- Are provisions in the employment agreement subject to or superseded by corporate policies or benefit plan terms?
- Are severance payments tied to a non-competition agreement that is so stringent it defeats the purpose of severance?
- May the stock-option-vesting period be accelerated or eliminated in the event of termination without cause?
- Have you agreed to give up your right to sue in court if your contract is breached?
- Have you agreed to have the contract construed according to the laws of a state other than where the contract is to be performed?
- What happens if you are asked to relocate a great distance?
- What are you entitled to if you become incapacitated during the term of the agreement?
- What are your responsibilities to the company after your employment has been severed?
Executive Employment Contracts — Things You Should Not Do
- Do not author your own executive employment contract without legal advice.
- Do not select an attorney based on the recommendations of an attorney who represents your employer. Remember their duty is to your employer not you.
- Never trust unwritten understandings or promises of future revisions to your contract.
- Do not enter into an agreement until you understand the political environment and corporate landscape.
- Do not attempt to negotiate a settlement of a contractual dispute without first obtaining legal advice. Once you do, it will be very difficult for an attorney to improve your negotiating position if you have tipped your hand as to what you want.
The law firm of Huizenga & Hergt, P.C., has represented Presidents, Global Vice-Presidents and Board Chairman as well as other numerous executives working for American companies in country and overseas. We also represent professionals, such as physicians, and creators of intellectual property in negotiating executive employment contracts or resolving contractual disputes.
For high quality legal representation and responsive client service, contact the executive employment contract attorneys at Huizenga & Hergt, P.C., today.