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Director Profit Sharing Agreement
"I need a Director Profit Sharing Agreement for our Series B tech startup, offering a 2% profit share with quarterly payments and a three-year vesting schedule starting March 2025 for our new Executive Director who's joining from a competitor."
1. Parties: Identification of the company and the director entering into the agreement
2. Background: Context of the agreement and director's role
3. Definitions: Key terms including 'Profits', 'Profit Share', 'Term', etc.
4. Profit Share Calculation: Formula and methodology for calculating the director's profit share
5. Payment Terms: Timing and method of profit share payments
6. Term and Termination: Duration of the agreement and termination provisions
1. Clawback Provisions: Terms for recovering payments in case of misconduct or restatement (typically used for public companies or when required by corporate policy)
2. Non-Competition: Restrictions on competing activities (used when protecting company interests is crucial)
3. Equity Components: Additional equity-based compensation terms (used when profit sharing includes stock options or RSUs)
1. Schedule A - Profit Calculation Methodology: Detailed explanation of profit calculation formulas
2. Schedule B - Payment Schedule: Timing and structure of payments
3. Schedule C - Performance Metrics: Specific performance targets if profit share is performance-based
4. Appendix 1 - Board Resolution: Copy of board resolution approving the profit sharing arrangement
Authors
Board
Company
Confidential Information
Director
Effective Date
Financial Year
Good Leaver
Bad Leaver
Group
Net Profits
Operating Profits
Profit Share
Profit Share Period
Payment Date
Performance Metrics
Qualifying Period
Related Entities
Subsidiary
Term
Termination Date
Threshold Amount
Vesting Period
Vesting Schedule
Working Day
Term and Appointment
Profit Share Calculation
Payment Terms
Performance Conditions
Vesting
Clawback
Termination
Good Leaver/Bad Leaver Provisions
Tax Obligations
Confidentiality
Non-Competition
Non-Solicitation
Intellectual Property
Board Approval Requirements
Record Keeping
Audit Rights
Amendment and Modification
Assignment
Notices
Severability
Entire Agreement
Governing Law
Dispute Resolution
Force Majeure
Compliance with Laws
Representations and Warranties
Indemnification
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