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Stock Option Award Agreement
"I need a Stock Option Award Agreement under German law for our Series B startup, granting options to senior engineers with a 4-year vesting schedule and specific provisions for remote workers in the EU."
1. Parties: Identification of the company granting the options and the employee receiving them
2. Background: Context of the grant, reference to any stock option plan, and corporate approvals obtained
3. Definitions: Key terms including Exercise Price, Grant Date, Vesting Date(s), Expiration Date, and other relevant terms
4. Grant of Option: Details of the stock options granted, including number of shares, type of shares, and exercise price
5. Vesting Schedule: Timing and conditions for vesting of the options, including any performance conditions
6. Exercise of Options: Procedures and requirements for exercising options, including payment methods and notice requirements
7. Term and Expiration: Duration of the option grant and circumstances leading to expiration
8. Restrictions on Transfer: Limitations on transferability of options and shares
9. Termination of Employment: Impact of employment termination on vesting and exercise rights
10. Compliance with Laws: Requirements for compliance with German securities laws, corporate regulations, and tax provisions
11. Data Protection: Provisions regarding handling of personal data in accordance with GDPR
12. Governing Law and Jurisdiction: Specification of German law as governing law and jurisdiction for disputes
1. Change of Control: Provisions addressing the impact of corporate transactions or change in control - include if company anticipates potential M&A activity
2. Malus and Clawback: Provisions allowing company to recoup or cancel options in case of misconduct - include for senior executives
3. International Supplement: Additional provisions for employees working across multiple jurisdictions - include for international employees
4. Works Council Approval: Reference to works council approval if required under BetrVG - include if works council exists
5. Lock-up Period: Additional holding requirements after exercise - include if required by company policy
6. Securities Law Compliance: Detailed securities law provisions - include for listed companies
1. Schedule 1 - Notice of Exercise: Template form for exercising options
2. Schedule 2 - Tax Treatment Summary: Overview of tax implications and obligations under German tax law
3. Schedule 3 - Shareholder Agreement: Key provisions from company's shareholder agreement applicable to option holders
4. Schedule 4 - Data Privacy Notice: Detailed information about personal data processing under GDPR
5. Appendix A - Stock Option Plan: Copy or summary of the main stock option plan if agreement is granted under a plan
6. Appendix B - Corporate Authorizations: Copies of relevant corporate approvals and authorizations
Authors
Articles of Association
Bad Leaver
Board of Directors (Vorstand)
Cause
Change of Control
Company
Competing Business
Confidential Information
Corporate Transaction
Exercise Notice
Exercise Period
Exercise Price
Expiration Date
Fair Market Value
Good Leaver
Grant Date
Group Company
Initial Public Offering
Market Price
Notice of Exercise
Option
Option Shares
Parent Company
Participant
Performance Conditions
Plan
Regulatory Approvals
Relevant Employment
Securities Trading Act (WpHG)
Share Capital
Shares
Stock Corporation Act (AktG)
Subsidiary
Supervisory Board (Aufsichtsrat)
Tax Liability
Term
Termination Date
Transfer
Vesting Date
Vesting Period
Vesting Schedule
Works Council (Betriebsrat)
Vesting Conditions
Exercise Rights
Exercise Price
Term and Expiration
Employment Conditions
Termination Provisions
Transfer Restrictions
Competition Restrictions
Confidentiality
Corporate Events
Change of Control
Regulatory Compliance
Securities Law Compliance
Tax Obligations
Data Protection
Works Council Rights
Information Rights
Amendment and Modification
Assignment
Notices
Governing Law
Dispute Resolution
Severability
Entire Agreement
Share Capital Adjustments
Malus and Clawback
Corporate Authorizations
Shareholder Rights
Lock-up Provisions
Technology
Financial Services
Biotechnology
Manufacturing
Professional Services
E-commerce
Software Development
Consulting
Healthcare
Telecommunications
Clean Technology
Digital Media
Pharmaceuticals
Artificial Intelligence
Legal
Human Resources
Finance
Compliance
Tax
Executive Management
Corporate Governance
Compensation & Benefits
Stock Administration
Internal Audit
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Head of Human Resources
Compensation Manager
Legal Counsel
HR Director
Stock Plan Administrator
Compliance Officer
Finance Director
Corporate Secretary
HR Operations Manager
Equity Compensation Specialist
Employment Lawyer
Tax Manager
Senior Software Engineer
Product Manager
Department Head
Senior Executive
Managing Director
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