Date

Name
Address
Dear Name,
I am pleased to confirm our verbal offer of employment to you for a regular full-time position
with Company as a Title, effective Date. As discussed, this offer is conditional upon completion
of satisfactory references that could include, but is not necessarily limited to, a review of past
employment and education records.
The details of our offer, including the terms and conditions of your employment, are attached as
Schedule A.
lease ta!e the time to carefully review our offer. This letter, along with the enclosed schedules,
outlines the obligations of both Company and yourself with respect to your employment
conditions, and is governed by the laws of the rovince of "ntario. It details the terms and
conditions of your employment with Company, and will form our agreed upon employment
contract with you once signed.
Accepting employment will be conditional upon agreeing to and signing the attached copy of this
letter and the attached Schedule#s$, initialing each page in the right%hand corner, and returning it
to me upon your earliest convenience, but prior to your first day of employment.
Name, we loo! forward to welcoming you to the Company team and wish you a successful and
rewarding career with us.
Sincerely,
Name
Title
I, Name, ac!nowledge that I have read, understood and accept this offer and the terms and
conditions contained in the attached Schedule#s$, and agree to be bound by the terms and
conditions of employment as outlined therein.
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Signature Date
Schedule A
COMPANY NAME
Terms and Conditions of Employment
The following outlines the terms and conditions of employment with Company Name. The
'ompany reserves the right to change these terms and conditions as necessary, with due notice.
Title Title
Initial Reporting
Relationship
Name, Title
Responsibilities (our )ob responsibilities include XXX. A copy of your position
description is attached as Schedule *.
+hile employed by the 'ompany, you agree to wor! on a full%time basis
e,clusively for the 'ompany and agree that you shall not, while you are
employed by the 'ompany, be employed or engaged in any capacity, in
promoting, underta!ing or carrying on any other business that competes
with the 'ompany or interferes or could reasonably interfere with your
duties to the 'ompany without our prior written permission.
Salary Amount ($XX,000) per annum
Status Full-time
Start ate Date
End ate Date (Fixed term only)
!ours of "or# The company-s core hours of operation are .onday to /riday from X:00
to X:00. 0mployees are e,pected to wor! a minimum of XX hours per
wee!.
O$ertime ayment of overtime, for overtime eligible positions, will be paid for all
hours wor!ed in e,cess of 11 hours within one wee!.
Payroll S%hedule (our salary will be paid to you on a
weekly/iweekly/semimont!ly/mont!ly basis, less re2uired deductions,
(through direct deposit) OR (by cheque).
&a%ation (ou will be entitled to Numer (X) wee!s of vacation annually. OR (ou
will accrue vacation at a rate of X"XX days per month. Any further
increase is sub)ect to policy. 3acation is to be ta!en at such time as is
determined by or acceptable to the 'ompany.
'enefits (ou shall be entitled to participate in all benefit plans of Company as may
be made available to employees of Company from time to time for which
you are eligible. (ou will receive complete details of all benefits plans as
part of your new employee orientation, and enrollment will ta!e place
(immediately) OR (once you meet the eligibility criteria).
Tra$el As per the re2uirements of your position, you will be e,pected to travel
up to XX4 of the time.
Probationary
Period
To assess your fit within Company, the first three #5$ months of your
employment will constitute a probationary period. At any time during this
probationary period, Company may terminate your employment without
cause and without advance notice or pay in lieu of notice. If this occurs,
we would have no further obligation to you, financial or otherwise.
Poli%ies and Company has established a variety of policies and standards that ensure a
Standards safe, en)oyable wor!ing environment. During the period of your
employment with us, you agree to be bound by these policies and
standards, and any future policies and standards that are reasonably
introduced by the 'ompany. It is agreed that the introduction and
administration of these policies is within the sole discretion of Company
and that these policies do not form a part of this Agreement. It is agreed
that if Company introduces, amends or deletes employment%related
policies as conditions warrant that such introduction, deletion or
amendment does not constitute a breach of this Agreement.
Confidentiality and
Intelle%tual
Property
"ur offer of employment is conditional upon you agreeing to and abiding
by the 'onfidentiality and roprietary Information Agreement.
Attached Schedule '.
Non Soli%itation (ou hereby agree that, while you are employed by Company and for one
#6$ year following the termination of your employment with Company,
you will not #i$ recruit, attempt to recruit or directly or indirectly
participate in the recruitment of, any Company employee or #ii$ directly
or indirectly solicit, attempt to solicit, canvass or interfere with any
customer or supplier of Company in a manner that conflicts with or
interferes in the business of Company as conducted with such customer or
supplier.
Representation (ou hereby represent and warrant to Company that you are not party to
any written or oral agreement with any third party that would restrict your
ability to enter into this Agreement or the 'onfidentiality and roprietary
Information Agreement or to perform your obligations hereunder and that
you will not, by )oining Company, breach any non%disclosure, proprietary
rights, non%competition, non%solicitation or other covenant in favour of
any third party.
Changes to uties
and(or
Compensation
If your duties or compensation should change during the course of your
employment with Company, the validity of our agreement will not be
affected. In addition, if one or more of the provisions in our agreement are
deemed void by law, then the remaining provisions will continue in full
force and effect.
Resignation Should you wish to resign your employment with Company, you will be
re2uired to provide Numer #XX$ wee!s- written notice to enable us
transition your wor!.
Termination Company may terminate your employment at any time for cause.
After the end of your probationary period, Company may terminate your
employment without cause at any time by providing you with the
minimum notice, or pay in lieu of such notice, and any severance pay
re2uired by the Employment Standards Act, !!! and no more.
In the event a temporary layoff is ever re2uired, it may be implemented in
accordance with the re2uirements of the Employment Standards Act,
!!!.
)egal Ad$i%e If you are uncertain about the contents of this offer, we suggest that it may
be advisable to see! independent legal advice prior to signing.
Schedule *
*ob es%ription
Schedule '
Employee Co$enants
Confidentiality and Proprietary Information Agreement
In consideration of employment as an employee or engagement as an independent
contractor with Company #the Company$, the undersigned #the Parti%ipant$ agrees
and covenants as follows7
6. 0mployment with the 'ompany as an employee or engagement with the
'ompany as an independent contractor, as the case may be #the Engagement$,
will give the articipant access to proprietary and confidential information
belonging to the 'ompany, its customers, its suppliers and others #the proprietary
and confidential information is collectively referred to in this Agreement as
Confidential Information$. 'onfidential Information includes but is not
limited to customer lists, mar!eting plans, proposals, contracts, technical and8or
financial information, databases, software and !now%how. All 'onfidential
Information remains the confidential and proprietary information of the 'ompany.
9. As referred to herein, the 'usiness of the Company shall relate to the business
of the 'ompany as the same is determined by the *oard of Directors of the
'ompany from time to time.
5. The articipant may in the course of the 0ngagement conceive, develop or
contribute to material or information related to the *usiness of the 'ompany,
including, without limitation, software, technical documentation, ideas, inventions
#whether or not patentable$, hardware, !now%how, mar!eting plans, designs,
techni2ues, documentation and records, regardless of the form or media, if any, on
which such is stored #referred to in this Agreement as Proprietary Property$.
The 'ompany shall e,clusively own all roprietary roperty which the
articipant conceives, develops or contributes to in the course of the 0ngagement
and all intellectual and industrial property and other rights of any !ind in or
relating to the roprietary roperty, including but not limited to all copyright,
patent, trade secret and trade%mar! rights in or relating to the roprietary roperty.
/or greater certainty, the articipant hereby assigns to the 'ompany any and all
rights that the articipant may have or obtain in or to the roprietary roperty.
.aterial or information conceived, developed or contributed to by the articipant
outside wor! hours on the 'ompany-s premises or through the use of the
'ompany-s property and8or assets shall also be roprietary roperty and be
governed by this Agreement if such material or information relates to the
*usiness of the 'ompany. The articipant shall !eep full and accurate records
accessible at all times to the 'ompany relating to all roprietary roperty and
shall promptly disclose and deliver to the 'ompany all roprietary roperty.
1. The articipant shall, both during and after the 0ngagement, !eep all 'onfidential
Information and roprietary roperty confidential and shall not use any of it
e,cept for the purpose of carrying out authori:ed activities on behalf of the
'ompany. The articipant may, however, use or disclose 'onfidential
Information which7
#i$ is or becomes public other than through a breach of this Agreement;
#ii$ is !nown to the articipant prior to the date of this Agreement and with
respect to which the articipant does not have any obligation of confidentiality; or
#iii$ is re2uired to be disclosed by law, whether under an order of a court or
government tribunal or other legal process, provided that articipant informs the
'ompany of such re2uirement in sufficient time to allow the 'ompany to avoid
such disclosure by the articipant.
The articipant shall return or destroy, as directed by the 'ompany, 'onfidential
Information and roprietary roperty to the 'ompany upon re2uest by the
'ompany at any time. The articipant shall certify, by way of affidavit or
statutory declaration, that all such 'onfidential Information and roprietary
roperty has been returned or destroyed, as applicable.
<. The articipant covenants and agrees not to ma!e any unauthori:ed use
whatsoever of or to bring onto the 'ompany-s premises for the purpose of ma!ing
any unauthori:ed use whatsoever of any trade secrets, confidential information or
proprietary property of any third party, including without limitation any trade%
mar!s or copyrighted materials, during the course of the 0ngagement. The
articipant agrees and represents that the 0ngagement and the e,ecution of this
Agreement do not and will not breach any agreement to which the articipant is
currently a party or which currently applies to the articipant.
=. At the reasonable re2uest and at the sole e,pense of the 'ompany, the articipant
shall do all reasonable acts necessary and sign all reasonable documentation
necessary in order to ensure the 'ompany-s ownership of the roprietary roperty
and all intellectual and industrial property rights and other rights in the same,
including but not limited to providing to the 'ompany written assignments of all
rights to the 'ompany and any other documents re2uired to enable the 'ompany
to document rights to and8or register patents, copyrights, trade%mar!s, industrial
designs and such other protections as the 'ompany considers advisable anywhere
in the world.
>. The articipant hereby irrevocably and unconditionally waives all moral rights the
articipant may now or in the future have in any roprietary roperty.
?. The articipant agrees that the articipant will, if re2uested from time to time by
the 'ompany, e,ecute such further reasonable agreements as to confidentiality
and proprietary rights as the 'ompany-s customers or suppliers reasonably
re2uired to protect 'onfidential Information or roprietary roperty.
@. Aegardless of any changes in position, salary or otherwise, including, without
limitation, termination of the 0ngagement, unless otherwise stipulated pursuant to
the terms hereof, the articipant will continue to be sub)ect to each of the terms
and conditions of this Agreement and any other#s$ e,ecuted pursuant to the
preceding paragraph.
6B. The articipant agrees that the articipant-s sole and e,clusive remedy for any
breach of this Agreement or any other agreement by the 'ompany will be limited
to monetary damages and that the articipant will not ma!e any claim in respect
of any rights to or interest in any 'onfidential Information or roprietary
roperty.
66. The articipant ac!nowledges that the services provided by the articipant to the
'ompany are uni2ue. The articipant further agrees that irreparable harm will be
suffered by the 'ompany in the event of the articipant-s breach or threatened
breach of any of his or her obligations under this Agreement, and that the
'ompany will be entitled to see!, in addition to any other rights and remedies that
it may have at law or e2uity, a temporary or permanent in)unction restraining the
articipant from engaging in or continuing any such breach hereof. Any claims
asserted by the articipant against the 'ompany shall not constitute a defence in
any in)unction action, application or motion brought against the articipant by the
'ompany.
69. This Agreement is governed by the laws of the rovince of "ntario and the
articipant agrees to the non%e,clusive )urisdiction of the courts of the rovince of
"ntario in relation to this Agreement.
65. If any provision of this Agreement is held by a court of competent )urisdiction to
be invalid or unenforceable, that provision shall be deleted and the other
provisions shall remain in effect.
IN "ITNESS "!EREO+ the 'ompany has caused this Agreement to be e,ecuted as
of the &&& day of &&&&&&&&&&&&&&&, 9B&&.
Signed in the presen%e of,
PARTICIPANT
NAME,
"ITNESS to PARTICIPANT
NAME,