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1. Parties: Identification of the company and the recipient of the equity incentive
2. Background: Context of the agreement and reference to equity plan
3. Definitions: Key terms used throughout the agreement including defined terms from relevant legislation
4. Grant of Award: Details of the equity incentive being granted, including type, amount, and price if applicable
5. Vesting Provisions: Schedule and conditions for vesting, including time-based and performance-based criteria
6. Exercise Terms: Procedures and conditions for exercising rights, including payment methods and notice requirements
7. Termination Provisions: Effects of employment termination on equity rights, including different scenarios (voluntary, involuntary, death, disability)
8. Compliance with Laws: Provisions ensuring compliance with securities laws, tax laws, and other applicable regulations
9. Representations and Warranties: Statements and assurances from both parties regarding their capacity and authority
10. General Provisions: Standard contractual provisions including governing law, amendments, and notices
1. Change in Control Provisions: Terms applying in case of company sale, merger, or other significant corporate events
2. Non-Competition Clauses: Restrictions on competitive activities and protection of company interests
3. Tax Withholding: Specific provisions for tax treatment, withholding, and Section 409A compliance
4. Stockholder Rights: Rights and obligations as a stockholder, including voting and dividend rights
5. Clawback Provisions: Terms allowing company to recoup equity awards under certain circumstances
1. Schedule A - Vesting Schedule: Detailed timeline of vesting milestones and conditions
2. Schedule B - Notice of Exercise Form: Template form for exercising equity rights
3. Schedule C - Equity Incentive Plan: Copy or summary of the full equity incentive plan
4. Schedule D - Stockholder Agreement: Terms governing rights and obligations as stockholder
5. Schedule E - Tax Election Forms: Relevant tax forms including Section 83(b) election form if applicable
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