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Founder Equity Agreement
"I need a Founder Equity Agreement for a UAE-based technology startup with three co-founders (two UAE nationals and one British national), where the UAE nationals will hold 60% ownership, and we need to include 4-year vesting provisions with a one-year cliff starting March 2025."
1. Parties: Identification of all founding members and the company, including full legal names, addresses, and nationality details as required by UAE law
2. Background: Context of the agreement, including company formation details, business purpose, and founders' intentions
3. Definitions: Key terms used throughout the agreement, including technical, financial, and legal terminology
4. Share Capital and Ownership Structure: Details of authorized and issued share capital, classes of shares, and initial ownership percentages
5. Founder Commitments and Responsibilities: Roles, duties, and time commitment expectations for each founder
6. Board Composition and Governance: Structure of the board, appointment rights, voting mechanisms, and decision-making processes
7. Transfer Restrictions: Limitations on share transfers, right of first refusal, and tag-along/drag-along rights
8. Vesting Provisions: Share vesting schedule, cliff periods, and acceleration events
9. Intellectual Property Rights: Assignment of IP rights, including pre-existing IP and newly developed IP
10. Confidentiality: Protection of company and founder confidential information
11. Non-Competition and Non-Solicitation: Restrictions on competitive activities and solicitation of employees/customers
12. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and governing law provisions
13. Termination: Circumstances and procedures for termination of founder involvement
14. General Provisions: Standard legal provisions including notices, amendments, and severability
1. Pre-Emptive Rights: Rights of existing shareholders to maintain ownership percentage in future funding rounds - include for startups planning future investment rounds
2. Tag-Along and Drag-Along Rights: Rights related to sale of shares to third parties - important for companies anticipating future exits
3. Founder Loans: Terms of any loans made by founders to the company - include if founders are providing initial capital as loans
4. Special Share Rights: Special voting or economic rights attached to certain share classes - include if implementing multiple share classes
5. Death and Incapacity Provisions: Procedures for handling shares in case of founder death or incapacity - important for family businesses or high-risk ventures
6. Anti-Dilution Protection: Protections against ownership dilution - include for companies planning multiple investment rounds
7. UAE Local Ownership Provisions: Specific provisions regarding UAE local ownership requirements - mandatory for mainland UAE companies
1. Schedule 1: Share Capital and Ownership Table: Detailed breakdown of share capital, share classes, and ownership percentages
2. Schedule 2: Initial Business Plan: Company's initial business plan and strategic objectives
3. Schedule 3: Founder Details: Comprehensive information about each founder including contact details and qualifications
4. Schedule 4: Vesting Schedule: Detailed vesting terms and timeline for founder shares
5. Schedule 5: IP Assignment Details: List of intellectual property being assigned to the company
6. Schedule 6: Reserved Matters: List of decisions requiring special approval mechanisms
7. Appendix A: Form of Deed of Adherence: Template for new shareholders to become bound by the agreement
8. Appendix B: Share Transfer Notice: Template for notice of intention to transfer shares
Authors
Articles of Association
Board
Business Day
Business Plan
Change of Control
Company
Confidential Information
Control
Deed of Adherence
Director
Effective Date
Encumbrance
Event of Default
Fair Market Value
Financial Year
Founder Shares
Founders
Good Leaver
Governing Law
Group
Initial Business
Intellectual Property Rights
Local Ownership Requirements
Material Breach
Memorandum of Association
New Securities
Ordinary Shares
Parties
Pre-emptive Rights
Qualifying IPO
Related Party
Reserved Matters
Restricted Business
Share Capital
Shareholder
Share Transfer
Tag-Along Rights
Drag-Along Rights
Territory
Transfer Notice
UAE
Unvested Shares
Valuation
Vested Shares
Vesting Period
Vesting Schedule
Share Capital and Structure
Share Issuance
Share Vesting
Share Transfer Restrictions
Pre-emptive Rights
Tag-Along Rights
Drag-Along Rights
Board Composition
Board Meetings
Shareholder Meetings
Reserved Matters
Management Rights
Founder Commitments
Founder Services
Remuneration
Local Ownership Requirements
Intellectual Property
Confidentiality
Non-Competition
Non-Solicitation
Information Rights
Representations and Warranties
Default
Termination
Good Leaver/Bad Leaver
Death and Incapacity
Anti-Dilution Protection
Future Funding
Exit Provisions
Dispute Resolution
Governing Law
Force Majeure
Amendment
Assignment
Notices
Entire Agreement
Severability
Costs
Third Party Rights
Technology
E-commerce
Financial Services
Healthcare
Education
Real Estate
Professional Services
Manufacturing
Media and Entertainment
Retail
Consulting
Telecommunications
Green Energy
Transportation
Food and Beverage
Legal
Corporate Affairs
Executive Leadership
Board of Directors
Finance
Company Secretariat
Compliance
Corporate Governance
Business Development
Strategic Planning
CEO
Founder
Co-founder
Managing Director
Chief Legal Officer
Corporate Secretary
General Counsel
Chief Financial Officer
Board Member
Company Director
Legal Counsel
Corporate Lawyer
Investment Manager
Startup Advisor
Business Development Director
Executive Chairman
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