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Put And Call Option Shareholders Agreement
"I need a Put and Call Option Shareholders Agreement under Irish law for our technology startup, where our lead venture capital investor will have a call option to purchase additional shares from founders after January 2025, and founders will have a put option to sell their shares if certain valuation milestones aren't met by June 2025."
1. Parties: Identification of all shareholders and the company
2. Background: Context of the agreement, existing shareholding structure, and purpose of the put and call options
3. Definitions and Interpretation: Defined terms, rules of interpretation, and calculation methods
4. Grant of Options: Formal grant of put and call options, including scope and basic terms
5. Option Period: Duration of the options and any specific exercise windows
6. Exercise Price: Methodology for determining the option price, including any valuation mechanisms
7. Exercise Procedure: Process and requirements for exercising the options
8. Completion of Option Exercise: Requirements and procedures for completing the share transfer after option exercise
9. Representations and Warranties: Standard representations regarding capacity, authority, and share ownership
10. Transfer Restrictions: Limitations on share transfers during the option period
11. Termination: Circumstances under which the agreement can be terminated
12. Confidentiality: Obligations regarding confidential information
13. Notices: Process for formal communications between parties
14. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and entire agreement
1. Tag-Along Rights: Include when minority shareholders need protection to sell their shares on same terms as majority shareholders
2. Drag-Along Rights: Include when majority shareholders need the right to force minorities to join in a sale
3. Share Classes Provisions: Include when dealing with multiple classes of shares with different rights
4. Pre-emption Rights: Include when existing shareholders should have first right to purchase shares
5. Management Provisions: Include when the agreement needs to address ongoing management rights
6. Non-Compete Provisions: Include when shareholders should be restricted from competing activities
7. Expert Determination: Include when requiring specific expertise for price determination or disputes
8. Tax Provisions: Include when specific tax arrangements or allocations need to be addressed
1. Schedule 1 - Share Ownership Table: Current shareholding structure and share classes
2. Schedule 2 - Option Exercise Notice Form: Template form for exercising put or call options
3. Schedule 3 - Share Transfer Form: Standard form for transferring shares upon option exercise
4. Schedule 4 - Valuation Methodology: Detailed procedures for calculating share value
5. Schedule 5 - Deed of Adherence: Form for new shareholders to become bound by the agreement
6. Schedule 6 - Company Information: Key company details and corporate information
7. Schedule 7 - Completion Requirements: Checklist of documents and actions required at completion
8. Appendix A - Board Resolutions: Pro forma board resolutions approving share transfers
Authors
Affiliate
Agreed Form
Articles
Board
Business Day
Business
Call Option
Call Option Exercise Notice
Call Option Period
Call Option Price
Companies Act
Company
Completion
Completion Date
Confidential Information
Control
Deed of Adherence
Encumbrance
Event of Default
Exercise Date
Exercise Notice
Exercise Period
Exercise Price
Expert
Fair Market Value
Financial Year
Group
Independent Valuer
Insolvency Event
Material Adverse Change
Option
Option Shares
Optionholder
Parties
Permitted Transferee
Put Option
Put Option Exercise Notice
Put Option Period
Put Option Price
Regulatory Authority
Related Party Transaction
Relevant Securities
Sale Shares
Shareholder
Shares
Subsidiary
Tag-Along Notice
Tag-Along Right
Transfer
Valuation Date
Valuation Principles
Working Hours
Grant of Options
Option Exercise
Consideration and Payment
Share Transfer
Completion Mechanics
Representations and Warranties
Confidentiality
Non-Competition
Tag-Along Rights
Drag-Along Rights
Pre-emption Rights
Share Valuation
Default
Termination
Dispute Resolution
Governing Law
Notices
Assignment
Amendment
Severability
Entire Agreement
Further Assurance
Costs
Third Party Rights
Force Majeure
Waiver
Counterparts
Succession
Jurisdiction
Private Equity
Venture Capital
Technology
Financial Services
Professional Services
Manufacturing
Real Estate
Healthcare
Retail
Family Businesses
Start-ups
Small and Medium Enterprises
Legal
Corporate Governance
Finance
Executive Leadership
Investment
Corporate Development
Compliance
Risk Management
Treasury
Company Secretariat
Chief Executive Officer
Chief Financial Officer
General Counsel
Corporate Lawyer
Legal Director
Company Secretary
Investment Manager
Private Equity Manager
Venture Capital Partner
Corporate Development Director
Financial Director
Business Development Director
Risk Manager
Compliance Officer
Board Member
Managing Director
Find the exact document you need
Call And Put Option Agreement
An Irish law-governed agreement establishing mutual rights to buy (call) and sell (put) specific assets under predetermined terms and conditions.
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Put And Call Option Shareholders Agreement
An Irish law agreement establishing put and call option rights between shareholders, defining terms for future share purchases and sales.
Call Option Shareholders Agreement
An Irish law-governed agreement granting rights to purchase company shares at predetermined terms and conditions.
Put Option Agreement
An Irish law-governed agreement granting the right to sell a specified asset at a predetermined price within a specified period.
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