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Founder Vesting Agreement
"I need a Founder Vesting Agreement for a tech startup with three co-founders, implementing a 4-year vesting schedule with a 1-year cliff, and including acceleration provisions for a company sale event."
1. Parties: Identification of the Company, Founder(s), and any other relevant parties
2. Background: Context of the agreement, including company formation and founder's role
3. Definitions and Interpretation: Key terms used throughout the agreement
4. Share Allocation: Details of total shares subject to vesting
5. Vesting Schedule: Timing and milestones for share vesting
6. Vesting Conditions: Performance conditions and continued service requirements
7. Company's Rights and Obligations: Company's responsibilities regarding share issuance and administration
8. Founder's Rights and Obligations: Founder's commitments and responsibilities
9. Transfer Restrictions: Limitations on transfer of vested and unvested shares
10. Termination Provisions: Effects of various types of termination on vesting
11. Tax Provisions: Tax obligations and responsibilities of both parties
12. Confidentiality: Protection of confidential information
13. General Provisions: Standard boilerplate clauses including governing law
1. Acceleration Provisions: Terms for accelerated vesting in case of company sale or other trigger events
2. Reverse Vesting: For situations where founders start with full allocation subject to reversal
3. Drag-Along Rights: Rights forcing founders to join in sale of company
4. Tag-Along Rights: Rights allowing founders to join in sale of company
5. Bad Leaver Provisions: Specific consequences for termination due to misconduct
6. Good Leaver Provisions: Special treatment for departure under good circumstances
7. Founder Representations: Additional warranties specific to founder's status or contributions
8. Dispute Resolution: Specific procedures for handling disputes
9. Non-Competition Provisions: Restrictions on competitive activities
1. Schedule 1 - Share Details: Detailed breakdown of share allocation and class rights
2. Schedule 2 - Vesting Schedule: Detailed timetable of vesting dates and percentages
3. Schedule 3 - Company Details: Company registration information and share capital structure
4. Schedule 4 - Deed of Adherence: Template for additional parties to join the agreement
5. Schedule 5 - Share Transfer Notice: Form for initiating share transfers
6. Schedule 6 - Tax Election Forms: Required tax forms and elections
7. Appendix A - Relevant Board Resolutions: Copies of board approvals for the vesting arrangement
Authors
Technology
Software Development
Financial Services
Professional Services
E-commerce
Healthcare Technology
Biotechnology
Clean Technology
Digital Media
Educational Technology
Manufacturing
Retail Innovation
Consulting Services
Research and Development
Social Enterprise
Legal
Human Resources
Executive Leadership
Board of Directors
Corporate Governance
Finance
Operations
Company Secretariat
Compliance
Investment
CEO
Founder
Co-Founder
Chief Technology Officer
Chief Financial Officer
Chief Operating Officer
Company Director
Board Member
General Counsel
Legal Counsel
Corporate Secretary
Head of Human Resources
VP of Operations
Chief Innovation Officer
Startup Advisor
Investment Manager
Venture Capital Partner
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