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Vested Equity Agreement
"Need a Vested Equity Agreement for our South African tech startup to grant shares to our new CTO, with 4-year vesting starting March 2025 and a one-year cliff, including acceleration provisions for company sale."
1. Parties: Identification of the parties to the agreement, including the company, the equity recipient, and any other relevant parties
2. Background: Context of the agreement, including the company's intention to grant equity rights and the basis for the arrangement
3. Definitions and Interpretation: Detailed definitions of terms used throughout the agreement and rules for interpretation
4. Grant of Equity Rights: Details of the equity being granted, including type of shares, quantity, and nominal value
5. Vesting Schedule: Specific terms of how and when the equity will vest, including time-based or performance-based conditions
6. Exercise of Rights: Process and conditions for exercising vested equity rights
7. Restrictions on Transfer: Limitations on the transfer of unvested and vested equity
8. Termination Provisions: Consequences of various termination scenarios on vested and unvested equity
9. Company's Rights and Obligations: Specific obligations of the company regarding the equity arrangement
10. Equity Holder's Rights and Obligations: Rights and responsibilities of the equity holder
11. Tax Provisions: Treatment of tax obligations and responsibilities
12. Dispute Resolution: Process for resolving disputes between parties
13. General Provisions: Standard legal provisions including notices, amendments, and governing law
1. Performance Metrics: Used when vesting is tied to specific performance conditions or KPIs
2. Acceleration Provisions: Include when there are circumstances that would trigger accelerated vesting
3. Lock-up Period: Include when there are additional holding period requirements post-vesting
4. B-BBEE Provisions: Required when the equity arrangement needs to comply with B-BBEE requirements
5. Shareholder Rights: Include when granting specific voting or dividend rights
6. Foreign Exchange Provisions: Required when involving non-South African parties
7. Employee-Specific Terms: Include when the equity recipient is an employee of the company
8. Change of Control Provisions: Include specific provisions for company sale or merger scenarios
1. Vesting Schedule: Detailed breakdown of vesting dates and quantities
2. Share Certificate Details: Specifics of the share certificates to be issued
3. Performance Criteria: Detailed metrics and measurements for performance-based vesting
4. Company Information: Relevant company details, registration information, and share capital structure
5. Shareholders Agreement Adherence: Terms of adherence to the existing shareholders agreement
6. Tax Calculations: Methodology for calculating tax implications
7. Exercise Notice Form: Template for exercising vested equity rights
8. Board Resolution: Copy of the board resolution approving the equity grant
Authors
Applicable Laws
B-BBEE
Board
Business Day
Cause
Change of Control
Companies Act
Company
Competitor
Confidential Information
Effective Date
Equity Interest
Exercise Date
Exercise Notice
Exercise Price
Fair Market Value
Good Leaver
Grant Date
Intellectual Property Rights
JSE
Material Breach
MOI
Nominee
Parties
Performance Conditions
Performance Period
Poor Leaver
Recipient
Related Persons
Shareholders Agreement
Shares
Share Certificate
Share Register
Signature Date
Termination Date
Transfer
Unvested Shares
Vested Shares
Vesting Commencement Date
Vesting Date
Vesting Period
Vesting Schedule
Voting Rights
Vesting Conditions
Exercise Rights
Transfer Restrictions
Termination
Performance Requirements
Share Rights
Voting Rights
Dividend Rights
Tag-Along Rights
Drag-Along Rights
Pre-emptive Rights
Confidentiality
Non-Competition
Non-Solicitation
Tax Obligations
Regulatory Compliance
B-BBEE Compliance
Exchange Control
Change of Control
Put and Call Options
Share Valuation
Board Representation
Information Rights
Dispute Resolution
Governing Law
Assignment
Notices
Warranties
Indemnification
Force Majeure
Entire Agreement
Severability
Amendment
Costs
Good Faith
Breach
Remedies
Technology and Software
Financial Services
Professional Services
Manufacturing
Mining and Resources
Retail
Healthcare
Education
Telecommunications
Media and Entertainment
Start-ups and Scale-ups
Consulting
Real Estate
Energy
Legal
Human Resources
Finance
Executive Leadership
Corporate Governance
Compliance
Tax
Company Secretariat
Board of Directors
Compensation and Benefits
Employee Relations
Chief Executive Officer
Chief Financial Officer
Chief Operating Officer
Human Resources Director
Legal Counsel
Company Secretary
Finance Director
Compensation Manager
Equity Administrator
Investment Manager
Business Development Director
Senior Executive
Board Member
Founder
Co-founder
Head of People Operations
Compliance Officer
Tax Manager
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