# Employment agreement review
> Source: https://legalcode.md/skills/legalcode-employment-agreement-review | [HTML version](https://legalcode.md/skills/legalcode-employment-agreement-review)

Review employment agreements clause-by-clause against market standards or an organizational playbook.

Review employment agreements clause-by-clause against market standards or an organizational playbook. Use when evaluating new hire offer packages, executive employment agreements, promotion agreements, or renegotiated employment terms. Covers compensation structure (base, bonus, commission, clawback), equity compensation (options, RSUs, vesting schedules, acceleration triggers, post- termination exercise windows), restrictive covenants (non-compete with US state-by-state enforceability matrix, non-solicitation of employees and customers, non-disclosure, garden leave), intellectual property assignment and pre-existing IP carve-outs (with jurisdiction-specific moral rights treatment), termination provisions (cause definition, notice periods, severance triggers), change-of- control provisions (single vs. double trigger, IRC § 280G golden parachute analysis), clawback provisions (SEC Rule 10D-1, Dodd-Frank § 954, SOX § 304), dispute resolution and forum selection (arbitration enforceability under Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act), and post- employment cooperation obligations. GREEN/YELLOW/RED classification with confidence-scored redline suggestions. Jurisdictions: US (all 50 states for non-compete; federal clawback/arbitration/IP), UK (ERA 1996/ERA 2025, garden leave, CDPA 1988 moral rights), EU (Germany § 74 HGB, France droit de non-concurrence, EU Trade Secrets Directive), Australia (Fair Work Act NES, Copyright Act moral rights), India (Contract Act s.27, Niranjan Shankar Golikari). Evaluates enforceability under evolving state non-compete bans post-FTC rule vacatur (Ryan LLC v. FTC, Aug 20 2024). Usefulness: 9/10.

This skill reviews employment agreements clause-by-clause against market standards or an organizational playbook. It classifies deviations, assesses enforceability of restrictive covenants, generates confidence-scored redline suggestions, and produces an auditable analysis tailored to the reviewing party's perspective (employee, employer, or HR counsel). **Covers:** - Full clause-by-clause review of any employment, offer letter, or executive compensation agreement - GREEN / YELLOW / RED deviation classification with dual-perspective framing - Enforceability analysis of non-compete, non-solicitation, and NDA covenants across US states and major international jurisdictions - Equity compensation review (vesting, acceleration, post-termination exercise windows) - Clawback provision analysis (SEC Rule 10D-1, Dodd-Frank § 954, SOX § 304) - Change-of-control trigger analysis and IRC § 280G golden parachute screening - IP assignment scope and pre-existing IP carve-out assessment - DTSA whistleblower immunity notice compliance check - Arbitration clause analysis including Ending Forced Arbitration Act applicability - Jurisdiction-specific governing law and forum selection assessment - Confidence-scored redline suggestions with fallback positions - Glass Box audit trail for traceability **Does not:** - Draft new employment agreements from scratch (see legalcode-saas-agreement-drafter or consult drafting specialists) - Provide personal legal advice or substitute for qualified employment counsel - Guarantee enforceability determinations — courts apply multi-factor tests that vary ...

## Jurisdictions

Global



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