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The Director Employment Agreement is a crucial document used when appointing executive directors to UAE companies, whether in mainland UAE or in free zones such as DIFC or ADGM. This agreement is essential for establishing clear terms of employment while ensuring compliance with both UAE labor laws and corporate governance requirements. It addresses the unique position of directors who serve both as employees and board members, including their duties, responsibilities, compensation, benefits, and post-employment obligations. The agreement must comply with UAE Federal Law No. 33 of 2021 (Labor Law) and Federal Law No. 32 of 2021 (Commercial Companies Law), while also considering specific industry regulations and corporate governance requirements. It's particularly important for establishing clear lines of authority, protecting company interests, and ensuring transparent compensation arrangements.

1. Parties: Identification of the company and the director, including full legal names and addresses

2. Background: Context of the appointment, including company details and the basis for appointing the director

3. Definitions: Key terms used throughout the agreement, including 'Board', 'Confidential Information', 'Services', etc.

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

5. Duties and Responsibilities: Comprehensive outline of both executive and board duties, reporting relationships, and performance expectations

6. Time Commitment: Expected working hours, availability, and provisions for other directorships/activities

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

8. Remuneration and Benefits: Detailed compensation structure, including salary, board fees, bonuses, and benefits

9. Expenses: Policy on reimbursement of business expenses

10. Leave Entitlements: Annual leave, sick leave, and other leave entitlements as per UAE law

11. Confidentiality: Obligations regarding company confidential information and trade secrets

12. Intellectual Property: Ownership and protection of IP created during the directorship

13. Non-Competition and Non-Solicitation: Post-employment restrictions and their geographical/temporal scope

14. Termination: Grounds and procedures for termination, notice periods, and consequences

15. Garden Leave: Company's right to place director on garden leave during notice period

16. Company Policies: Compliance with company policies, procedures, and code of conduct

17. Governing Law and Jurisdiction: UAE law as governing law and jurisdiction for disputes