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Co Founder Exit Agreement
"I need a Co-Founder Exit Agreement for my technology startup where I'm leaving to pursue another opportunity, with a planned exit date of March 1, 2025, including provisions for maintaining my 15% equity stake and ongoing advisory role for 12 months."
1. Parties: Identifies the departing co-founder, remaining co-founders, and the company
2. Background: Outlines the history of the company, the co-founder's role, and reasons for separation
3. Definitions: Defines key terms used throughout the agreement
4. Resignation and Effective Date: Specifies the co-founder's resignation from all positions and the effective date
5. Purchase of Shares: Details the transfer or buyout of the departing co-founder's equity
6. Purchase Price and Payment Terms: Specifies the consideration and payment structure for the equity buyout
7. Representations and Warranties: Statements of fact from both parties about their authority, ownership, and other key matters
8. Confidentiality Obligations: Ongoing duties regarding company confidential information
9. Intellectual Property Rights: Assignment and confirmation of IP rights to the company
10. Non-Compete and Non-Solicitation: Restrictions on future competitive activities and employee/customer solicitation
11. Release of Claims: Mutual release of claims between parties
12. Continuing Obligations: Any ongoing duties or responsibilities of the departing co-founder
13. Governing Law and Jurisdiction: Specifies the applicable law and jurisdiction for disputes
14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Transition Services: Details any temporary services the departing founder will provide during transition period
2. Ongoing Projects: Addresses handling of specific projects that were under the departing founder's management
3. Benefits Continuation: Details about post-separation benefits or COBRA rights if applicable
4. Future Cooperation: Obligations to assist in future matters like litigation or intellectual property protection
5. Earn-Out Provisions: Structure for additional payments based on future company performance
6. Board Observer Rights: Any continuing rights to observe board meetings or receive information
7. Tax Matters: Specific tax-related provisions if complex tax implications exist
8. Public Announcements: Controls over public statements regarding the separation
9. Insurance and Indemnification: Continued D&O insurance coverage and indemnification rights
10. Return of Company Property: Detailed provisions for returning company assets and verification process
1. Schedule A - Share Ownership Details: Complete breakdown of shares owned and to be transferred
2. Schedule B - Payment Schedule: Detailed payment terms and dates for the share purchase
3. Schedule C - Company IP Register: List of IP rights being confirmed as company property
4. Schedule D - Company Property: Inventory of physical and digital assets to be returned
5. Schedule E - Ongoing Projects: List of projects requiring transition or handover
6. Schedule F - Resignation Letters: Form of resignation letters from various positions
7. Appendix 1 - Release Form: Detailed form of mutual release
8. Appendix 2 - Confidentiality Agreement: Detailed confidentiality terms and requirements
9. Appendix 3 - Non-Compete Terms: Specific terms and geographical scope of non-compete provisions
Authors
Business Day
Company
Completion Date
Confidential Information
Departure Date
Effective Date
Encumbrance
Equity Securities
Governing Law
Intellectual Property Rights
Material Adverse Change
Non-Compete Period
Purchase Price
Related Parties
Remaining Co-Founders
Resigning Co-Founder
Restricted Business
Restricted Territory
Securities
Shares
Subsidiary
Territory
Trade Secrets
Transaction Documents
Transfer
Transition Period
Valuation
Vested Options
Working Hours
Company Property
Competitive Business
Consideration
Corporate Records
Escrow Agent
Excluded Assets
Group
Intellectual Property
Key Employees
Material Contracts
Outstanding Claims
Payment Date
Release
Representatives
Restricted Period
Settlement Sum
Termination Date
Third Party Rights
Transaction
Definitions
Share Purchase
Purchase Price
Payment Terms
Completion
Resignation
Representations and Warranties
Confidentiality
Non-Competition
Non-Solicitation
Intellectual Property
Release of Claims
Transition Services
Return of Property
Public Announcements
Tax Matters
Indemnification
Further Assurance
Assignment
Severability
Entire Agreement
Amendments
Notices
Governing Law
Jurisdiction
Dispute Resolution
Force Majeure
Waiver
Counterparts
Third Party Rights
Costs
Survival
Board Resignation
Officer Resignation
Future Cooperation
Benefits Termination
Mutual Release
Earn-Out Provisions
Continuing Obligations
Technology
Software Development
E-commerce
Financial Services
Healthcare Technology
Manufacturing
Professional Services
Media and Entertainment
Biotechnology
Consumer Products
Real Estate
Education Technology
Renewable Energy
Retail
Consulting Services
Legal
Executive Leadership
Board of Directors
Human Resources
Finance
Corporate Governance
Compliance
Operations
Administration
Chief Executive Officer
Chief Operating Officer
Chief Technology Officer
Chief Financial Officer
Chief Product Officer
Chief Marketing Officer
Founder
Co-Founder
Managing Director
Executive Director
Board Member
Company Secretary
General Counsel
Legal Director
Corporate Lawyer
HR Director
Vice President of Operations
Head of Business Development
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