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Company Separation Agreement
"I need a Company Separation Agreement under Irish law for our Chief Technology Officer who is leaving to join a competitor, with specific focus on intellectual property protection and a 12-month non-compete clause starting March 1, 2025."
1. Parties: Identification of the company and the departing party
2. Background: Context of the separation, including employment history and current circumstances
3. Definitions: Defined terms used throughout the agreement
4. Effective Date and Timing: Specification of when the separation takes effect and key transition dates
5. Separation Terms: Core terms of the separation including resignation/termination provisions
6. Financial Settlement: Details of all financial payments, including final salary, bonuses, and severance
7. Company Property: Requirements for return of company property and assets
8. Confidentiality Obligations: Ongoing duties regarding confidential information
9. Post-Separation Restrictions: Non-compete and non-solicitation provisions
10. References and Announcements: Agreed approach to future references and public communications
11. Tax Indemnities: Tax treatment of payments and related indemnities
12. General Provisions: Standard legal provisions including governing law, entire agreement, and variation
13. Execution: Signature blocks and execution formalities
1. Director Resignations: Required when the departing party holds director positions, including resignation process and Companies Registration Office requirements
2. Share Transfer Provisions: Needed when the departing party holds shares, including valuation and transfer mechanics
3. Intellectual Property Assignment: Required when the departing party was involved in IP creation or has rights to company IP
4. Customer/Client Transition: Necessary when the departing party had significant client relationships
5. Ongoing Cooperation: Used when future assistance may be needed for transitions or legal matters
6. Garden Leave: Included when there is a period of paid leave before final termination
7. Legal Proceedings: Required when there are ongoing or potential legal matters
8. Benefits Continuation: Needed when discussing post-termination benefits or insurance
9. Mutual Release: Optional release of claims between parties
10. Data Protection: Specific GDPR compliance provisions when significant personal data is involved
1. Schedule 1 - Financial Settlement Details: Detailed breakdown of all financial payments and their timing
2. Schedule 2 - Company Property Register: List of all company property to be returned
3. Schedule 3 - Post-Termination Restrictions: Detailed terms of non-compete and non-solicitation obligations
4. Schedule 4 - Share Valuation and Transfer Terms: Details of share transfer process and valuation methodology
5. Schedule 5 - Resignation Letters: Pro forma resignation letters for various positions
6. Schedule 6 - Announcement Templates: Agreed forms of internal and external announcements
7. Schedule 7 - Handover Plan: Detailed plan for transitioning responsibilities
8. Appendix A - Data Protection Obligations: Specific GDPR and data protection compliance requirements
9. Appendix B - Benefits Summary: Summary of any continuing benefits or insurance coverage
Authors
Financial Services
Technology
Manufacturing
Professional Services
Healthcare
Retail
Construction
Education
Telecommunications
Energy
Agriculture
Transportation
Media and Entertainment
Real Estate
Pharmaceuticals
Consulting
Insurance
Mining and Resources
Hospitality
Non-Profit Organizations
Human Resources
Legal
Finance
Executive Leadership
Board of Directors
Corporate Governance
Compliance
Risk Management
Operations
Administration
Chief Executive Officer
Chief Financial Officer
Chief Operating Officer
Managing Director
Executive Director
Non-Executive Director
Company Secretary
Department Head
Senior Manager
Regional Director
Vice President
General Manager
Partner
Principal
Head of Department
Senior Consultant
Chief Technology Officer
Chief Marketing Officer
Head of Human Resources
Financial Controller
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