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The Director Employment Agreement is a crucial document used when appointing executive directors to Philippine corporations, combining elements of both corporate and employment law. It serves as the primary contract governing the relationship between the company and its director, ensuring compliance with the Corporation Code of the Philippines, Labor Code, and other relevant legislation. This agreement is particularly important as directors hold dual roles as both corporate officers and employees, requiring careful consideration of fiduciary duties, employment rights, and corporate governance requirements. The document typically includes comprehensive provisions on appointment terms, remuneration, duties, confidentiality, and termination conditions, while also addressing specific Philippine regulatory requirements such as mandatory benefits and corporate governance standards.

1. Parties: Identification of the Company and the Director, including their full legal names and addresses

2. Background: Context of the appointment, including the company's business and the role the director will fulfill

3. Definitions: Key terms used throughout the agreement

4. Appointment and Term: Details of the director's appointment, position, and duration of the agreement

5. Duties and Responsibilities: Comprehensive outline of the director's duties, including both statutory and operational responsibilities

6. Time Commitment: Expected working hours and time dedication to the role

7. Remuneration and Benefits: Salary, bonuses, stock options, and other benefits

8. Expenses: Policy on reimbursement of business expenses

9. Location and Travel: Primary work location and travel requirements

10. Confidentiality: Obligations regarding confidential information and trade secrets

11. Intellectual Property: Assignment and protection of intellectual property rights

12. Non-Competition and Non-Solicitation: Restrictions during and after employment

13. Termination: Grounds and procedures for termination of the agreement

14. Post-Termination Obligations: Continuing obligations after the agreement ends

15. Corporate Governance: Compliance with corporate governance requirements and company policies

16. Governing Law: Specification of Philippine law as governing law and jurisdiction

17. General Provisions: Standard boilerplate clauses including notices, amendments, and severability