The relationship of an employer and an employee exists when, pursuant to an agreement of the parties, one person, the employee, agrees to work under the direction and control of another, the employer, for compensation. The agreement of the parties is a contract, and it is therefore subject to all the principles applicable to contracts. The contract may be implied. Most employment contracts are implied oral agreements. In this type of arrangement, the employer is accepting the services of the employee that a reasonable person would recognize as being such that compensation would be given to the employee.
The contract will often be an express written contract. In other words, the duties of the employee will be specifically set forth in writing in the contract. The attached form is a sample agreement between a nonprofit corporation and an executive director.
Title: Understanding Virginia Employment Agreements for Executive Directors of Nonprofit Corporations: Including Confidentiality Clause Introduction: Virginia Employment Agreements with Executive Directors of Nonprofit Corporations play a crucial role in establishing a formal relationship between the organization and its top leadership. These agreements help define the rights and responsibilities of the executive director, provide guidelines for performance reviews, compensation structures, and incorporate a confidentiality clause to protect sensitive information. This article aims to provide a detailed understanding of such agreements, highlighting different types based on specific circumstances. 1. Executive Director Employment Agreement: An Executive Director Employment Agreement is a legally binding document that outlines the terms of employment between the nonprofit corporation and its executive director. In Virginia, this agreement must adhere to state employment laws and specific guidelines for nonprofit organizations. 2. Nonprofit Organization Confidentiality Clause: A Confidentiality Clause is an essential component of an Executive Director Employment Agreement. Its purpose is to protect confidential information, trade secrets, donor lists, financial records, and any sensitive data that the executive director may have access to during their tenure. Such a clause prohibits the executive director from disclosing or misusing confidential information both during employment and after their departure. 3. Virginia Nonprofit Corporation Act Compliance: Virginia follows the Nonprofit Corporation Act (NCA), which governs the formation, operation, and management of nonprofit entities in the state. Employment agreements should adhere to NCA guidelines, ensuring compliance with statutes related to executive compensation, reporting requirements, and contract enforcement. 4. Performance Expectations and Evaluation: The agreement should outline the executive director's job responsibilities, performance expectations, and evaluation processes. Clear performance targets, such as fundraising goals, program development objectives, and strategic planning initiatives, can be included to measure the director's success in meeting organizational objectives. 5. Duration, Termination, and Severance: The agreement should specify the length of employment, contract renewal terms, and conditions under which termination can occur. Additionally, it may outline severance benefits if the agreement is terminated without cause or due to certain circumstances, providing the executive director with financial protection during the transition period. 6. Additional Provisions: Depending on the nonprofit corporation's specific needs and goals, there may be additional provisions included in the agreement. These provisions might cover areas such as non-competition agreements, intellectual property rights, dispute resolution mechanisms, or expectations for participation in organizational events. Conclusion: Virginia Employment Agreements with Executive Directors of Nonprofit Corporations, including a Confidentiality Clause, are crucial in establishing a strong working relationship and protecting the interests of both the executive director and the organization. Adhering to Virginia's Nonprofit Corporation Act and considering relevant provisions will ensure a comprehensive and legally compliant agreement. It is important for nonprofit organizations to consult legal professionals to draft such agreements tailored to their unique circumstances and requirements.
