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Non Qualified Stock Option Agreement
"Need a Non Qualified Stock Option Agreement under Dutch law for our tech startup's new CTO, granting 50,000 options with a four-year vesting period starting March 2025, including specific provisions for a potential IPO within the next three years."
1. Parties: Identification of the Company (Grantor) and the Option Holder (Employee)
2. Background: Context of the option grant, reference to any employee stock option plan, and corporate approvals
3. Definitions: Key terms including Exercise Price, Option Shares, Grant Date, Vesting Schedule, Expiration Date, and other relevant terms
4. Grant of Option: Specific terms of the option grant, including number of shares, exercise price, and type of shares
5. Vesting Schedule: Detailed timeline and conditions for when options become exercisable
6. Exercise Procedure: Process and requirements for exercising options, including payment methods and notice requirements
7. Term and Expiration: Duration of the option and circumstances causing expiration
8. Tax Provisions: Tax obligations, timing of taxation under Dutch law, and responsibility for tax payments
9. Compliance with Laws: Confirmation of compliance with Dutch corporate, securities, and tax laws
10. Data Protection: GDPR compliance and data processing provisions
11. Governing Law and Jurisdiction: Application of Dutch law and jurisdiction for disputes
1. Change of Control Provisions: Include when specific arrangements are needed for corporate transactions or change in control
2. Bad Leaver Provisions: Include when different treatment is desired for termination under various circumstances
3. Lock-up Period: Include when restrictions on selling exercised shares are required
4. Shareholder Rights: Include when specific voting or dividend rights need to be addressed
5. International Tax Provisions: Include for option holders who may be subject to tax in multiple jurisdictions
6. Works Council Approval: Include when works council consultation or approval has been required
7. Non-Competition and Confidentiality: Include when additional restrictive covenants are tied to the option grant
1. Notice of Exercise Form: Template form for option holder to exercise options
2. Vesting Schedule Details: Detailed breakdown of vesting dates and quantities
3. Tax Examples: Illustrations of tax treatment under different exercise scenarios
4. Shareholders' Agreement: Key terms from the shareholders' agreement applicable to option holders
5. Board Resolution: Copy of board resolution approving the option grant
6. Fair Market Value Calculation: Methodology and documentation for determining exercise price
Authors
Technology
Financial Services
Professional Services
Life Sciences
E-commerce
Manufacturing
Media and Entertainment
Healthcare
Telecommunications
Software Development
Consulting
Renewable Energy
Biotechnology
Legal
Human Resources
Finance
Executive Leadership
Corporate Secretary Office
Compensation & Benefits
Tax
Compliance
Corporate Development
CEO
CFO
CTO
Software Engineer
Product Manager
Sales Director
HR Director
Legal Counsel
Financial Controller
Department Head
Senior Manager
Research Scientist
Business Development Manager
Marketing Director
Operations Manager
Technical Lead
Senior Consultant
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