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ESOP Agreement
"Need an ESOP Agreement for our UK-based technology startup with 50 employees, offering 10% of company shares to key employees with a 4-year vesting schedule starting March 2025, including specific provisions for international employees and IPO preparation."
1. Parties: Identification of the company and participating employees
2. Background: Purpose of the ESOP and company's intention to implement share scheme
3. Definitions: Key terms used throughout the agreement including share classes, vesting periods, and exercise prices
4. Plan Administration: Rules regarding plan administration and trustee responsibilities
5. Eligibility Criteria: Requirements for employee participation and conditions for maintaining eligibility
6. Share Allocation: Methods and rules for allocating shares, including maximum number of shares available
7. Vesting Provisions: Timeline and conditions for share vesting, including good/bad leaver provisions
8. Exercise Provisions: Conditions and process for exercising options, including payment mechanisms
9. Termination Provisions: Rules regarding plan participation upon employment termination
1. Lock-up Period: Restrictions on share sales post-vesting, typically used for companies planning IPO or maintaining stability
2. Change of Control Provisions: Rules applicable during company sale or merger, including acceleration provisions
3. International Provisions: Special rules for international employees, including country-specific tax and regulatory requirements
1. Option Certificate Template: Standard form for documenting option grants to employees
2. Vesting Schedule: Detailed timeline of vesting periods and conditions for different employee categories
3. Exercise Notice Template: Standard form for exercising options, including payment instructions
4. Tax Treatment Summary: Overview of tax implications for participants under UK tax law
5. Shareholder Rights: Summary of rights attached to shares, including voting and dividend rights
Authors
Board
Company
Dealing Day
Eligible Employee
Exercise Date
Exercise Notice
Exercise Period
Exercise Price
Good Leaver
Grant Date
Market Value
Option
Option Certificate
Option Holder
Option Period
Participant
Plan
Plan Administrator
Shares
Share Capital
Subsidiary
Subscription Price
Tax Liability
Termination Date
Trust
Trustee
Vest
Vesting
Vesting Date
Vesting Period
Vesting Schedule
Bad Leaver
Change of Control
Confidential Information
Control
Exit Event
Fair Market Value
Group
IPO
Listing
Lock-up Period
Plan Rules
Relevant Employment
Shareholders' Agreement
Working Day
Eligibility
Grant of Options
Exercise of Options
Vesting Conditions
Share Transfer Restrictions
Confidentiality
Lock-up Provisions
Termination of Employment
Good Leaver/Bad Leaver Provisions
Change of Control
Exit Provisions
Tag Along Rights
Drag Along Rights
Share Valuation
Tax Obligations
Voting Rights
Dividend Rights
Information Rights
Anti-dilution Protection
Amendment Provisions
Plan Termination
Notices
Assignment
Severability
Entire Agreement
Governing Law
Jurisdiction
Data Protection
Restrictive Covenants
Variation
Waiver
Costs
Force Majeure
Find the exact document you need
ESOP Agreement
A legal agreement under English and Welsh law establishing an employee share ownership scheme, defining terms for employee participation and share acquisition.
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