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Stock Option Purchase Agreement
"I need a Stock Option Purchase Agreement for our Canadian technology startup to grant options to our new CTO, with a 4-year vesting schedule starting March 1, 2025, and special provisions for acceleration upon company sale."
1. Parties: Identification of the company granting the options and the option holder
2. Background: Context of the option grant, relationship between parties, and purpose of the agreement
3. Definitions: Defined terms used throughout the agreement
4. Grant of Option: Details of the stock option grant including number of shares, exercise price, and grant date
5. Vesting Schedule: Timeline and conditions for when options become exercisable
6. Exercise of Option: Procedures and requirements for exercising the options
7. Term and Expiration: Duration of the option grant and circumstances of expiration
8. Restrictions on Transfer: Limitations on transferring or assigning the options
9. Compliance with Laws: Requirements for compliance with securities laws and regulations
10. Tax Matters: Tax obligations and responsibilities of both parties
11. Representations and Warranties: Statements of fact and promises by both parties
12. Termination: Consequences of employment termination or other ending scenarios
13. General Provisions: Standard legal provisions including notices, amendments, and governing law
1. Change of Control Provisions: Special terms that apply in case of company sale or merger - include for companies considering future sale or IPO
2. Lock-up Agreement: Restrictions on selling shares after exercise - important for pre-IPO companies
3. Shareholder Rights: Special rights attached to shares obtained through option exercise - include if shares have special voting or other rights
4. International Tax Provisions: Special provisions for non-Canadian residents - include for international option holders
5. Employment Status: Clarification that options don't guarantee continued employment - include for employee option holders
6. Consultant Provisions: Special terms for non-employee option holders - include for consultant or advisor option grants
1. Schedule A - Notice of Exercise: Form to be completed when exercising options
2. Schedule B - Option Grant Details: Specific details of the option grant including number of shares, price, and vesting schedule
3. Schedule C - Shareholders' Agreement: Agreement that option holder must sign upon exercise of options
4. Appendix 1 - Tax Election Forms: Required tax forms including Section 85(1) election forms if applicable
5. Appendix 2 - Securities Law Representations: Required representations and warranties regarding securities law compliance
6. Appendix 3 - Vesting Schedule Details: Detailed breakdown of vesting dates and conditions
Authors
Technology
Financial Services
Professional Services
Biotechnology
Manufacturing
Software Development
E-commerce
Healthcare
Consulting
Start-ups
Scale-ups
Telecommunications
Clean Technology
Media and Entertainment
Legal
Human Resources
Finance
Executive Leadership
Board of Directors
Corporate Governance
Compensation
Stock Administration
Payroll
CEO
CFO
General Counsel
HR Director
Compensation Manager
Corporate Secretary
Board Member
Senior Executive
Chief Technology Officer
VP of Human Resources
Financial Controller
Legal Counsel
HR Business Partner
Equity Compensation Specialist
Stock Plan Administrator
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