Question: Draft Employment Agreement with Mr. Marshall Manager includes annotations or footnotes at the end of the contract The contracting parties are Mr. Marshall Manager and
Draft Employment Agreement with Mr. Marshall Manager includes annotations or footnotes at the end of the contract
The contracting parties are Mr. Marshall Manager and Amertex Healthcare, Inc.
Marshall Manager will have the title of "Chief Executive Officer" for the "Tarrant Amertex Regional Hospital" with his employment set to begin on November 3, 2025. The agreement term will last until November 2, 2028.
Manager is currently employed as executive vice president for Valley Hospital Corp. under an Employment Agreement dated August 1, 2021, that purportedly ends on October 31, 2025. Manager has expressed to Amertex that entering into this new contract will not violate his Valley Hospital contract. Amertex has not seen the earlier contract (it apparently includes a confidentiality provision) and wants to have the legal right to sue Manager if Manager's factual statement about his contract turns out to be false.
Amertex also wants indemnification from Manager if Amertex is held liable to Valley Hospital for "tortious interference" with Valley Hospital's contract with Manager. Manager agreed to that, but doesn't want the indemnity clause to create liability for him in any other situation.
Although this contract is for a term and does not create an employment-at-will relationship, Amertex wants the right to terminate Manager for "cause." We haven't fully fleshed-out what will count as "cause," but it should be the sorts of things that would make a firing reasonable to most people. We probably need to come up with a list or a definition of some sort in the contract.
If he is terminated early, Manager should get his prorated salary up through the date of termination, plus reimbursement for any expenses that Manager has incurred through the date of termination. Amertex must make these payments to Manager by no later than three business days following termination.
Manager will be paid $15,000 per month, payable on the last business day of each month during the time of Manager's employment.
Manager's rsum indicates that he received his Bachelor of Science (B.S.) degree in biology from the University of Texas at Arlington in 2005, a Master of Public Health (M.P.H.) degree from Harvard University in 2016, and is set to finish a Master of Legal Studies (M.L.S.) degree from Texas A&M University (with a healthcare emphasis) in December 2025. (Say, isn't that where you got your Master's degree? Small world!) Amertex has been burned by "rsum fraud" in the past, so we want to be able to sue or terminate Manager if any of his credentials turn out to be fake. Amertex should also be able to get out of the contract if Manager does not receive his M.L.S. by December 31, 2025.
Manager's responsibilities are that he will perform all duties that are customary for a Chief Executive Officer of a major hospital. Among other things, that means he must devote his attention and energies to the hospital on a full-time basis. We don't want him "moonlighting" as a consultant for another hospital or holding any other job on the side apart from working for Amertex.
Manager wants us to hire Ms. Grace Goodwork to be his Executive Assistant by no later than 30 days after Manager begins his employment. Goodwork is in a similar position right now at Valley Medical. If we don't hire Goodwork by the deadline, Manager has the right not to go forward with Amertex.
Manager also wants the right to not go forward with Amertex if our Development Office is unsuccessful in obtaining the $5,000,000 gift currently pledged by billionaire Phillip Anthropic. Manager wants out if we have not closed on funding the gift by January 31, 2026.
If Amertex terminates Manager's employment "without good cause," then Manager wants Amertex to pay him $50,000 in addition to the prorated salary and expenses described above. We probably need to figure out what "good cause" is for termination purposes.
Here are some key contact information for this contract:
Ms. Halley Patel will sign the agreement on behalf of Amertex Healthcare, Inc. d/b/a Tarrant Amertex Regional Hospital, 2691 Keystone Ave, Fort Worth, TX 76104. If it matters, Amertex is a Delaware Corporation with its principal place of business in Dallas, Texas.
Marshall Manager will sign the contract on his own behalf. His address is 1999 Century Rd, Colleyville, TX 76034.
We may need to consider some other provisions, but these should be enough to get us started. Feel free to add terms that you an justify as useful, so long as they do not contract the deal points to which we have agreed.
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