The General Counsel Employment Agreement is a crucial document used when appointing a chief legal officer to an organization. This agreement, governed by U.S. law, establishes the framework for the employment relationship, addressing both standard employment terms and specialized provisions unique to the general counsel role. It includes specific provisions regarding attorney-client privilege, ethical obligations, regulatory compliance responsibilities, and professional licensing requirements. The agreement is particularly important given the dual role of the General Counsel as both a senior executive and the organization's primary legal advisor.
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1. Parties: Identification of the employer company and the General Counsel being hired
2. Background: Context of the appointment and basic terms of employment
3. Definitions: Key terms used throughout the agreement
4. Appointment and Duties: Specific role, responsibilities, and reporting structure
5. Term and Termination: Duration of employment and conditions for termination
6. Compensation and Benefits: Salary, bonuses, equity, and benefits package
7. Confidentiality: Protection of company information and attorney-client privileged materials
8. Professional Obligations: Bar membership requirements and ethical obligations
1. Equity Compensation: Stock options or other equity-based compensation - include when the compensation package includes equity components
2. Relocation: Terms related to relocation assistance - include when the position requires relocation
3. International Responsibilities: Terms related to international legal work - include when the role involves multi-jurisdictional responsibilities
4. Succession Planning: Provisions for training successor and transition - include when specifically requested or for senior positions
1. Schedule A - Compensation Details: Detailed breakdown of salary, bonuses, and benefits
2. Schedule B - Position Description: Detailed outline of roles and responsibilities
3. Schedule C - Company Policies: Key company policies applicable to the role
4. Schedule D - Equity Plan Details: Details of any equity compensation plans
5. Appendix 1 - Professional Requirements: Specific bar memberships and certifications required
6. Appendix 2 - Conflict Check Procedures: Procedures for identifying and managing conflicts of interest
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