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Equity In Exchange For Services Agreement
"I need an Equity In Exchange For Services Agreement for my Singapore tech startup to engage a senior software architect, offering 2% of company shares vesting over 3 years starting March 2025, with standard IP protection clauses and non-compete provisions."
1. Parties: Identification of the company and service provider
2. Background: Context of the agreement and relationship between parties
3. Definitions: Key terms used throughout the agreement including relevant legislation references (Companies Act, Securities and Futures Act, Employment Act, Income Tax Act)
4. Services: Detailed description of services to be provided and service standards
5. Equity Compensation: Details of shares to be issued, including number, class, value and compliance with Companies Act requirements
6. Vesting Schedule: Timeline and conditions for share vesting, including milestones and performance criteria
7. Representations and Warranties: Statements of fact by both parties regarding capacity, authority, and compliance with laws
8. Term and Termination: Duration of the agreement and conditions for early termination
9. Tax Matters: Tax implications and reporting obligations for both parties
10. Governing Law and Jurisdiction: Specification of Singapore law as governing law and jurisdiction for disputes
1. Non-Competition: Restrictions on competitive activities during and after the service period
2. Intellectual Property Rights: Ownership and assignment of IP created during service provision
3. Board Observer Rights: Rights to attend and participate in board meetings if applicable
4. Confidentiality: Protection of confidential information exchanged during the service period
5. Drag-Along and Tag-Along Rights: Rights in case of company sale or share transfer
1. Schedule 1: Service Description: Detailed scope of services and deliverables
2. Schedule 2: Vesting Schedule: Detailed vesting terms, conditions, and milestones
3. Schedule 3: Share Details: Share class rights, restrictions, and valuation methodology
4. Schedule 4: Tax Implications: Detailed tax considerations and compliance requirements
5. Appendix A: Company Constitution: Referenced constitutional documents and shareholding structure
Authors
Board
Business Day
Company
Company Constitution
Confidential Information
Effective Date
Equity Securities
Fair Market Value
Fully Diluted Share Capital
Intellectual Property Rights
Issued Shares
Material Adverse Effect
Ordinary Shares
Parties
Service Provider
Services
Share Capital
Shareholders Agreement
Shares
Singapore Dollars
Term
Termination Date
Unvested Shares
Vested Shares
Vesting Commencement Date
Vesting Period
Vesting Schedule
Work Product
Services Scope
Share Issuance
Vesting
Service Provider Obligations
Company Obligations
Representations and Warranties
Share Rights and Restrictions
Confidentiality
Intellectual Property
Non-Competition
Non-Solicitation
Term and Termination
Effect of Termination
Share Transfer Restrictions
Tag-Along Rights
Drag-Along Rights
Right of First Refusal
Board Matters
Information Rights
Tax Matters
Indemnification
Force Majeure
Notices
Assignment
Entire Agreement
Amendment
Severability
Governing Law
Dispute Resolution
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