Equity For Services Agreement Template for Singapore

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Key Requirements PROMPT example:

Equity For Services Agreement

"Need an Equity For Services Agreement for a Singapore tech startup engaging a senior software architect, offering 5% equity vesting over 3 years starting March 2025, with standard IP assignment and non-compete clauses."

Document background
The Equity For Services Agreement is commonly used in Singapore when companies, particularly startups and growth-stage businesses, seek to engage professional service providers while conserving cash resources. This document outlines the exchange of services for equity ownership, typically including detailed service specifications, equity terms, vesting schedules, and performance metrics. It must comply with Singapore's corporate and securities laws, particularly regarding share issuance and valuation. The agreement is especially relevant for early-stage companies looking to access high-value services while managing cash flow and aligning service provider interests with company growth.
Suggested Sections

1. Parties: Identification of the service provider and the company

2. Background: Context of the agreement and relationship between parties

3. Definitions: Key terms used throughout the agreement

4. Services: Detailed description of services to be provided

5. Equity Compensation: Details of shares/options to be issued, including quantity, class, and vesting schedule

6. Term and Termination: Duration of agreement and termination provisions

7. Representations and Warranties: Standard declarations by both parties

8. Confidentiality: Protection of confidential information

9. Governing Law: Specification of Singapore law as governing law

Optional Sections

1. Non-Compete: Restrictions on competitive activities - use when protecting company interests from competition

2. Intellectual Property: IP ownership and transfer provisions - use when services involve creation of IP

3. Performance Metrics: Specific targets or KPIs - use when equity is tied to performance

4. Board Seat: Rights to board representation - use when service provider receives substantial equity

Suggested Schedules

1. Service Description Schedule: Detailed scope of services

2. Vesting Schedule: Detailed timeline of equity vesting

3. Share Certificate: Template or copy of share certificate

4. Performance Metrics Schedule: Detailed KPIs if applicable

5. Company Constitution Extract: Relevant sections of company constitution regarding share issuance

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Industries

Companies Act (Cap. 50): Primary legislation governing corporate entities in Singapore, covering share issuance, allotment provisions, directors' duties, share capital requirements, and corporate governance requirements

Securities and Futures Act (Cap. 289): Regulates securities offerings, including disclosure requirements, prospectus requirements, and restrictions on share transfers

Employment Act (Cap. 91): Covers employment relationship considerations, distinction between employment and service contracts, and mandatory benefits requirements

Income Tax Act (Cap. 134): Addresses tax implications of equity compensation, reporting requirements, and treatment of shares as income

MAS Guidelines: Monetary Authority of Singapore guidelines covering compliance with securities regulations and financial advisory requirements

Contract Law: Common Law principles governing contract formation, consideration, terms and conditions, breach and remedies

Competition Act (Cap. 50B): Regulates competition-related aspects including non-compete provisions and market restrictions

Personal Data Protection Act 2012: Governs the handling of personal information and consent requirements in data collection and processing

Company Constitution: Internal governing document specifying share issuance restrictions, pre-emptive rights, and transfer restrictions

Stock Exchange Requirements: SGX listing rules, disclosure obligations, and share issuance restrictions for listed companies

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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