NOTICE OF EMPLOYMENT TERMINATION

(Delaware)

[// GUIDANCE: This template is drafted to satisfy Delaware state‐specific requirements (final pay, COBRA notice, unemployment eligibility) and general federal mandates. Practitioners should adapt bracketed fields and optional provisions to the facts of each termination.]

// ---------------------------------------------------------------------------

I. DOCUMENT HEADER

1. Parties
   1.1. Employer: [EMPLOYER LEGAL NAME], a [STATE OF FORMATION] [ENTITY TYPE] with its principal place of business at [ADDRESS] (“Employer”).
   1.2. Employee: [EMPLOYEE LEGAL NAME], residing at [ADDRESS] (“Employee”).

2. Effective Date
   2.1. This Notice of Employment Termination (“Notice”) is issued and deemed delivered on [DATE OF DELIVERY] (the “Notice Date”).

3. Jurisdiction
   3.1. This Notice, and any dispute arising herefrom, shall be governed by the laws of the State of Delaware, without regard to its conflict-of-law rules.

// ---------------------------------------------------------------------------

II. DEFINITIONS

For purposes of this Notice, the following terms have the meanings set forth below:

“Accrued Benefits” – all wages earned through the Separation Date, any accrued but unused vacation or paid time off (“PTO”) as of the Separation Date, and any other benefits required to be paid or provided under applicable law or Employer policy.

“COBRA Continuation Coverage” – the continuation coverage available to Employee and Employee’s qualified beneficiaries under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (29 U.S.C. § 1161 et seq.).

“Final Pay” – the aggregate of Employee’s Accrued Benefits, to be paid in compliance with 19 Del. C. § 1103.

“Separation Date” – [DATE], which is the last day of Employee’s employment with Employer.

// ---------------------------------------------------------------------------

III. OPERATIVE PROVISIONS

1. Termination of Employment
   1.1. Employer hereby terminates Employee’s employment, effective as of the Separation Date.
   1.2. The termination is [FOR CAUSE / WITHOUT CAUSE / REDUCTION-IN-FORCE] (select as appropriate).

2. Final Pay
   2.1. Pursuant to 19 Del. C. § 1103, Employer will remit Employee’s Final Pay by the next regularly scheduled payday following the Separation Date, using the same payment method previously elected by Employee unless Employee provides alternative written instructions.
   2.2. A detailed statement of earnings and deductions will accompany the Final Pay.

3. Benefits & COBRA
   3.1. All group health insurance and other Employer-sponsored benefit plan participation will terminate at 11:59 p.m. (local time) on the Separation Date, except as otherwise provided herein.
   3.2. Under COBRA Continuation Coverage, Employee and Employee’s qualified beneficiaries may elect to continue group health coverage at their own expense. A separate COBRA Election Notice and explanation of rights will be sent by the plan administrator within the statutory timeframe (29 U.S.C. § 1166).

4. Unemployment Insurance
   4.1. Employee may be eligible for unemployment compensation benefits through the Delaware Department of Labor. Eligibility determinations are made solely by that agency. Information on how to apply is available at https://ui.delawareworks.com.

5. Return of Employer Property
   5.1. On or before the Separation Date (or such later date as Employer may permit in writing), Employee shall return to Employer all Employer property, including but not limited to keys, identification badges, computers, mobile devices, credit cards, confidential documents, and any other materials containing Employer information.

6. Post-Employment Obligations
   6.1. Any confidentiality, invention assignment, non-competition, non-solicitation, or similar covenants previously executed by Employee remain in full force and effect in accordance with their terms.
   6.2. Employee acknowledges the continuing enforceability of such covenants and agrees to comply therewith.

7. References & Verification of Employment
   7.1. Employer’s policy is to confirm only dates of employment, last position held, and final salary unless otherwise required by law or authorized in writing by Employee.

8. No Further Compensation
   8.1. Except for the Final Pay and any benefits expressly set forth in this Notice or required by law, Employee will not receive and is not entitled to any further compensation, bonus, commission, or benefit of any kind from Employer.

9. Acknowledgment of Receipt
   9.1. Employee’s signature below acknowledges receipt of this Notice and does not constitute acceptance of its contents or a release of claims.

// ---------------------------------------------------------------------------

IV. REPRESENTATIONS & WARRANTIES

1. Employer’s Authority
   Employer represents that the individual signing on its behalf has full authority to issue this Notice.

2. Accuracy of Compensation
   Employer warrants that the Final Pay will include all compensation due to Employee through the Separation Date.

3. Employee’s Representation
   Employee represents that all business expenses requiring reimbursement have been timely submitted in accordance with Employer policy.

// ---------------------------------------------------------------------------

V. COVENANTS & RESTRICTIONS

1. Confidentiality of Notice
   Employee shall not disclose the terms of this Notice except to Employee’s legal or financial advisors, immediate family members, or as required by law.

2. Non-Disparagement
   Both parties agree to refrain from making any false or misleading statements that could reasonably be expected to harm the other’s reputation or business interests.

// ---------------------------------------------------------------------------

VI. DEFAULT & REMEDIES

1. Failure to Return Property
   In the event Employee fails to return Employer property as required under Section III.5, Employer may pursue all available legal and equitable remedies, including but not limited to injunctive relief and recovery of costs.

2. Breach of Post-Employment Covenants
   Any breach of Section III.6 or V.2 shall entitle Employer to seek (i) injunctive relief, (ii) monetary damages, and (iii) reimbursement of reasonable attorneys’ fees and costs incurred in enforcement.

// ---------------------------------------------------------------------------

VII. RISK ALLOCATION

[// GUIDANCE: The requesting metadata specifies that indemnification and liability caps are not applicable. Section VII is therefore intentionally limited.]

1. No Additional Liability
   Except as expressly provided herein, neither party assumes any new or additional liability as a result of this Notice.

// ---------------------------------------------------------------------------

VIII. DISPUTE RESOLUTION

1. Governing Law
   This Notice shall be governed by and construed in accordance with the laws of the State of Delaware.

2. Forum Selection
   The parties submit to the exclusive jurisdiction of the state courts located in [COUNTY], Delaware for the resolution of any dispute arising out of or relating to this Notice.

3. Arbitration & Jury Waiver
   Not applicable. No arbitration provision or jury waiver is included per the provided metadata.

// ---------------------------------------------------------------------------

IX. GENERAL PROVISIONS

1. Entire Agreement
   This Notice constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous oral or written communications regarding such subject matter.

2. Severability
   If any provision of this Notice is held to be unenforceable, such provision shall be reformed only to the extent necessary to render it enforceable, and the remaining provisions shall remain in full force and effect.

3. Amendment & Waiver
   No amendment or waiver of any provision of this Notice shall be effective unless set forth in a writing signed by both parties.

4. Successors & Assigns
   This Notice shall inure to the benefit of and be binding upon the parties and their respective successors and permitted assigns.

5. Counterparts & Electronic Signatures
   This Notice may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures delivered by PDF or other electronic means shall be deemed effective as originals.

// ---------------------------------------------------------------------------

X. EXECUTION BLOCK

IN WITNESS WHEREOF, the parties have executed this Notice as of the Notice Date.

[// GUIDANCE: Delaware law does not require notarization for standard termination notices. Obtain acknowledgment solely for evidentiary purposes.]

[// GUIDANCE: Counsel should confirm that all benefits details, PTO calculations, and final pay data inserted above align with internal HR/payroll records and applicable collective bargaining agreements, if any.]