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Equity In Exchange For Services Agreement
"I need an Equity in Exchange for Services Agreement for a software development consultant who will receive 5% equity vesting over 3 years, with a 6-month cliff period, in exchange for building our company's core platform beginning March 2025."
1. Parties: Identification of the company issuing equity and the service provider
2. Background: Context of the agreement, including the company's desire to engage the service provider and the provider's qualifications
3. Definitions: Key terms used throughout the agreement, including technical, financial, and legal definitions
4. Services: Detailed description of services to be provided, including scope, deliverables, and standards
5. Equity Compensation: Details of equity to be issued, including type, quantity, and vesting schedule
6. Service Provider's Obligations: Key responsibilities, performance standards, and compliance requirements
7. Company's Obligations: Company's responsibilities, including support, resources, and information provision
8. Term and Termination: Duration of the agreement and circumstances for termination
9. Representations and Warranties: Statements of fact and assurances from both parties
10. Confidentiality: Protection of confidential information and trade secrets
11. Intellectual Property: Ownership and rights to IP created during service provision
12. General Provisions: Standard legal clauses including governing law, notices, and amendment procedures
1. Non-Competition: Restrictions on competing activities, used when service provider may have access to sensitive competitive information
2. Share Rights: Detailed shareholder rights if equity includes voting or other special rights
3. Board Seat: Terms for board representation if applicable to senior service providers
4. Performance Metrics: Specific KPIs or milestones tied to equity vesting, used for performance-based arrangements
5. Drag-Along Rights: Provisions requiring service provider to sell shares in case of company sale
6. Tag-Along Rights: Rights allowing service provider to join in sale of shares by major shareholders
7. Dispute Resolution: Specific procedures for resolving disputes, particularly useful for high-value agreements
8. Insurance Requirements: Professional indemnity or other insurance requirements, important for high-risk services
1. Schedule 1 - Service Specification: Detailed breakdown of services, deliverables, and timelines
2. Schedule 2 - Equity Terms: Detailed terms of equity issuance, including class of shares, rights, and restrictions
3. Schedule 3 - Vesting Schedule: Detailed timeline and conditions for equity vesting
4. Schedule 4 - Performance Criteria: Specific metrics or milestones for performance assessment
5. Schedule 5 - Prohibited Activities: List of activities considered competitive or prohibited
6. Appendix A - Share Certificate: Pro forma share certificate or ASIC forms
7. Appendix B - Company Constitution: Current constitution of the company
8. Appendix C - Shareholders Agreement: Existing shareholders agreement (if applicable)
Authors
ASIC
Board
Business Day
Company
Company Constitution
Completion Date
Confidential Information
Corporations Act
Effective Date
Equity Securities
Fair Market Value
Force Majeure Event
Good Leaver
GST
Intellectual Property Rights
Bad Leaver
Material Breach
Milestones
Ordinary Shares
Performance Criteria
Related Body Corporate
Services
Service Provider
Share Certificate
Shareholders Agreement
Shares
Special Resolution
Term
Termination Date
Unvested Shares
Vested Shares
Vesting Date
Vesting Period
Vesting Schedule
Services
Service Standards
Performance Requirements
Equity Issuance
Share Rights
Vesting
Consideration
Representations and Warranties
Confidentiality
Intellectual Property
Non-Competition
Non-Solicitation
Term and Termination
Force Majeure
Dispute Resolution
Governing Law
Assignment
Notices
Indemnification
Insurance
Tax
GST
Relationship of Parties
Entire Agreement
Amendment
Severability
Waiver
Costs
Further Assurance
Technology
Professional Services
Startups
Software Development
Consulting
Financial Services
Healthcare
Creative Industries
Education and Training
Business Services
Media and Entertainment
Biotechnology
Legal
Human Resources
Finance
Executive Leadership
Board of Directors
Company Secretariat
Operations
Compliance
CEO
Founder
Director
Company Secretary
Chief Financial Officer
Legal Counsel
HR Director
Consultant
Technical Advisor
Strategic Advisor
Business Development Manager
Software Developer
Designer
Marketing Strategist
Financial Advisor
Project Manager
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