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Ownership Agreement
1. Parties: Identification of all parties to the agreement, including full legal names, registration numbers, and addresses
2. Background: Context of the agreement, including company information and purpose of the ownership arrangement
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Ownership Structure: Details of ownership percentages, share classes, and capital structure
5. Transfer Restrictions: Limitations and conditions on the transfer of ownership interests
6. Management and Governance: Decision-making processes, voting rights, and management structure
7. Shareholders' Rights and Obligations: Key rights and responsibilities of owners, including voting and dividend rights
8. General Meeting Procedures: Rules for conducting shareholder meetings and voting procedures
9. Financial Provisions: Financial obligations, dividend policy, and capital contributions
10. Confidentiality: Obligations regarding confidential information and trade secrets
11. Term and Termination: Duration of the agreement and circumstances for termination
12. Dispute Resolution: Procedures for resolving disputes between owners
13. Governing Law: Specification of Danish law as governing law and jurisdiction
14. Miscellaneous: Standard boilerplate provisions including notices, amendments, and severability
1. Pre-emptive Rights: Right of existing owners to purchase shares before they can be sold to third parties
2. Tag-Along Rights: Right of minority shareholders to join in the sale of shares by majority shareholders
3. Drag-Along Rights: Right of majority shareholders to force minority shareholders to join in the sale of shares
4. Anti-dilution Provisions: Protection against ownership dilution in case of new share issuances
5. Employee Share Ownership: Provisions for employee ownership programs or share options
6. Dead-lock Resolution: Specific procedures for resolving management deadlocks
7. Exit Strategy: Planned exit mechanisms including IPO or sale provisions
8. Intellectual Property Rights: Provisions regarding ownership and use of intellectual property
9. Non-Competition: Restrictions on competitive activities by shareholders
1. Schedule 1 - Share Capital and Ownership Structure: Detailed breakdown of share capital, share classes, and current ownership
2. Schedule 2 - Articles of Association: Current articles of association of the company
3. Schedule 3 - Business Plan: Current business plan and strategic objectives
4. Schedule 4 - Valuation Methodology: Agreed methods for valuing shares in various circumstances
5. Schedule 5 - Reserved Matters: List of decisions requiring special majority or unanimous approval
6. Schedule 6 - Initial Board Members: List of initial board members and their details
7. Schedule 7 - Deed of Adherence: Template for new shareholders joining the agreement
8. Schedule 8 - Company Information: Detailed company information including subsidiaries and holdings
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