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Employee Stock Option Agreement
1. Parties: Identification of the company granting the options and the employee receiving them
2. Background: Context of the agreement, including employment relationship and purpose of the option grant
3. Definitions: Key terms used throughout the agreement, including Option, Exercise Price, Vesting Period, etc.
4. Grant of Options: Details of the options granted, including number of shares, type of shares, and exercise price
5. Vesting Schedule: Timeline and conditions for when options become exercisable
6. Exercise of Options: Process and conditions for exercising options, including payment methods and timing
7. Taxation: Tax obligations and responsibilities, including any employer reporting requirements
8. Employment Relationship: Clarification that the agreement does not affect employment terms or create employment rights
9. Termination Provisions: Treatment of options upon various types of employment termination
10. Transferability and Assignment: Restrictions on transfer or assignment of options
11. Corporate Events: Treatment of options in case of merger, acquisition, IPO, or other corporate events
12. Data Protection: Handling of personal data in accordance with GDPR and Danish Data Protection Act
13. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for disputes
1. Shareholders' Agreement Adherence: Required if option holders must adhere to an existing shareholders' agreement upon exercise
2. Lock-up Provisions: Include if there are restrictions on selling shares after exercise, particularly relevant for pre-IPO companies
3. Clawback Provisions: Include if the company wants right to reclaim shares or profits in certain circumstances
4. International Tax Provisions: Required if the employee is subject to tax in multiple jurisdictions
5. Board Approval Process: Include if specific board approval processes are required for exercise
6. Currency Provisions: Include if exercise price or other payments may be in non-Danish currency
1. Option Certificate: Formal certificate detailing the specific grant, including number of options and exercise price
2. Vesting Schedule Details: Detailed breakdown of vesting dates and conditions
3. Exercise Notice Template: Standard form for employees to use when exercising options
4. Taxation Summary: Overview of tax implications and calculations (for information only)
5. Shareholders' Agreement: Copy or summary of relevant shareholders' agreement provisions
6. Fair Market Value Calculation: Methodology for determining share fair market value for tax purposes
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