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Startup Employee Equity Agreement
"I need a Startup Employee Equity Agreement for our Series A fintech company based in Sydney, granting our new CTO 2% equity vesting over 4 years with a one-year cliff, including provisions for an IPO planned for 2025."
1. Parties: Identifies the company and the employee who are entering into the agreement
2. Background: Sets out the context of the agreement, including the employee's role and the company's intention to provide equity
3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes rules for interpretation
4. Grant of Equity: Details the type and amount of equity being granted (shares, options, or rights)
5. Vesting Schedule: Specifies the vesting period, conditions, and milestones for the equity to vest
6. Issue Price and Payment: States the price (if any) for the equity and payment terms
7. Tax Obligations: Addresses tax implications and responsibilities of both parties
8. Restrictions on Transfer: Details limitations on selling or transferring the equity
9. Rights and Obligations: Outlines the rights attached to the equity and obligations of the employee
10. Termination Provisions: Describes what happens to the equity upon various types of employment termination
11. Confidentiality: Requires the employee to keep details of the equity arrangement confidential
12. General Provisions: Standard clauses including governing law, notices, and amendment procedures
1. Drag Along and Tag Along Rights: Include when the company wants to ensure it can force employees to sell their shares in certain circumstances
2. Bad Leaver Provisions: Include when the company wants specific consequences for employees who leave under negative circumstances
3. Share Buy-Back Arrangements: Include when the company wants the right to buy back shares in specific circumstances
4. IPO Provisions: Include when planning for a potential future public offering
5. Performance Conditions: Include when vesting is tied to specific performance metrics beyond time-based vesting
6. Shareholder Rights: Include when granting additional rights such as voting or dividend rights
7. Competition and Non-Solicitation: Include when wanting to restrict employee's ability to compete or poach after leaving
1. Schedule 1: Equity Terms: Detailed terms of the equity including class of shares/options, rights attached, and any restrictions
2. Schedule 2: Vesting Schedule: Detailed breakdown of vesting dates and percentages
3. Schedule 3: Valuation Methodology: Method for determining the value of the equity for various purposes
4. Schedule 4: Employee Share Trust Deed: If using a trust structure, the terms of the employee share trust
5. Schedule 5: Company Constitution Excerpts: Relevant sections of the company constitution affecting the equity
6. Appendix A: Acceptance Form: Form for the employee to formally accept the equity grant
7. Appendix B: Exercise Notice: Form for exercising options or rights (if applicable)
Authors
ASIC
ASX
Bad Leaver
Board
Business Day
Company
Company Group
Competitor
Completion Date
Confidential Information
Constitution
Corporations Act
Director
Effective Date
Eligible Employee
Employee Share Scheme
Employee Share Trust
Employment Agreement
Exercise Date
Exercise Notice
Exercise Period
Exercise Price
Fair Market Value
Financial Year
Good Leaver
Grant Date
Holding Lock
IPO
Issue Price
Listing Rules
Notice
Option
Participant
Performance Conditions
Plan
Plan Rules
Qualifying Event
Related Body Corporate
Restricted Securities
Security Interest
Shares
Shareholder
Shareholders Agreement
Takeover Event
Tax Act
Termination Date
Trading Window
Trust Deed
Trustee
Unvested Securities
Valuation
Vested Securities
Vesting Conditions
Vesting Date
Vesting Period
Vesting Schedule
Vesting
Exercise of Options
Issue Price and Payment
Share Rights and Restrictions
Transfer Restrictions
Drag Along Rights
Tag Along Rights
Buy-Back Rights
Termination Provisions
Good Leaver/Bad Leaver
IPO Participation
Change of Control
Tax Obligations
Employee Share Trust
Share Certificate and Registration
Confidentiality
Intellectual Property
Non-Competition
Non-Solicitation
Representations and Warranties
Company Constitution Compliance
Shareholder Rights
Voting Rights
Dividend Rights
Information Rights
Pre-emptive Rights
Assignment
Amendment
Severability
Governing Law
Dispute Resolution
Notices
Entire Agreement
Force Majeure
Costs and Expenses
Technology
Software Development
Biotechnology
Financial Technology
E-commerce
Healthcare Technology
Clean Technology
Digital Media
Artificial Intelligence
Cybersecurity
Consumer Products
Professional Services
Education Technology
Legal
Human Resources
Executive Leadership
Engineering
Product
Sales
Marketing
Operations
Finance
Research and Development
Customer Success
Business Development
Design
Data Science
Information Technology
Chief Executive Officer
Chief Technology Officer
Chief Financial Officer
Chief Operating Officer
Software Engineer
Product Manager
Sales Director
Marketing Manager
Business Development Manager
Technical Lead
UX Designer
Data Scientist
Operations Manager
HR Manager
Research Scientist
Account Executive
Customer Success Manager
Frontend Developer
Backend Developer
DevOps Engineer
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