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Put And Call Option Shareholders Agreement
"Need a Put and Call Option Shareholders Agreement for our UK tech startup with three founding shareholders, where each founder should have the right to sell their shares back to the company after January 2025, and the company should have the right to buy shares if a founder leaves."
1. Parties: Identification of all shareholders and the company
2. Background: Context of the agreement and current shareholding structure
3. Definitions and Interpretation: Key terms including Put Option, Call Option, Exercise Price, Exercise Period
4. Grant of Put Option: Terms under which shareholders can sell their shares
5. Grant of Call Option: Terms under which designated parties can purchase shares
6. Exercise Price: Methodology for determining share price and payment terms
7. Exercise Period: Timeframes within which options can be exercised
8. Completion Requirements: Process and requirements for completing the share transfer
9. Warranties and Representations: Standard warranties about share ownership and authority
1. Tag-Along Rights: Rights of minority shareholders to join in sale
2. Drag-Along Rights: Rights to force minority shareholders to join in sale
3. Non-Compete Provisions: Restrictions on competitive activities
4. Valuation Mechanisms: Detailed procedures for share valuation
1. Schedule 1: Share Capital Table: Current shareholding structure and percentages
2. Schedule 2: Form of Option Notice: Template for exercising options
3. Schedule 3: Deed of Adherence: For new shareholders to be bound by the agreement
4. Schedule 4: Valuation Principles: Agreed methodology for share valuation
5. Schedule 5: Transfer Requirements: Procedural requirements for share transfers
Authors
Articles
Board
Business
Business Day
Call Option
Call Option Exercise Notice
Call Option Exercise Period
Call Option Price
Company
Completion
Completion Date
Confidential Information
Default Event
Directors
Encumbrance
Exercise Date
Exercise Notice
Exercise Period
Exercise Price
Fair Market Value
Financial Year
Good Leaver
Group
Independent Expert
Option
Option Holder
Option Shares
Parties
Put Option
Put Option Exercise Notice
Put Option Exercise Period
Put Option Price
Relevant Securities
Sale
Seller
Shares
Shareholders
Subsidiaries
Transfer
Valuation Date
Valuation Principles
Working Hours
Definitions
Grant of Options
Exercise of Put Option
Exercise of Call Option
Exercise Price
Completion Mechanics
Share Transfer Provisions
Valuation Mechanics
Warranties and Representations
Confidentiality
Non-Competition
Non-Solicitation
Tag-Along Rights
Drag-Along Rights
Good/Bad Leaver Provisions
Default Events
Notices
Assignment
Entire Agreement
Variation
Waiver
Severability
Costs
Further Assurance
Governing Law
Jurisdiction
Dispute Resolution
Force Majeure
Termination
Announcements
Third Party Rights
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