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Phantom Equity Agreement
"I need a Phantom Equity Agreement under Singapore law for our tech startup to grant phantom units to our CTO, with 4-year vesting starting March 2025 and accelerated vesting upon an IPO event."
1. Parties: Identifies the company issuing the phantom equity and the recipient employee/contractor
2. Background: Sets out the context and purpose of the phantom equity grant
3. Definitions and Interpretation: Defines key terms including 'Phantom Units', 'Vesting Date', 'Valuation', 'Exit Event', etc.
4. Grant of Phantom Equity Rights: Details the number of phantom units granted and their basic terms
5. Vesting Schedule: Specifies when and how the phantom units vest over time
6. Valuation Mechanism: Defines how the phantom units will be valued, including calculation methods
7. Payment Terms: Specifies when and how payments will be made for vested phantom units
8. Tax Provisions: Addresses tax implications and responsibilities
9. Confidentiality: Protects company information accessed through the phantom equity arrangement
10. Termination: Details what happens to phantom units upon various termination scenarios
11. General Provisions: Standard contract clauses including governing law, notices, and amendments
1. Multiple Classes of Phantom Units: Include when different types of phantom units with varying rights are being issued
2. International Compliance: Required when participant is based outside Singapore
3. Non-Competition and Non-Solicitation: Include for senior employees or when significant phantom equity is granted
4. Drag-Along and Tag-Along Rights: Include when phantom equity holders should have rights similar to actual shareholders
5. Dispute Resolution: Optional section for specific arbitration or mediation procedures
6. Adjustment Provisions: Include when specific company events might affect phantom unit calculations
1. Schedule 1 - Grant Notice: Details of the specific grant including number of units, grant date, and vesting schedule
2. Schedule 2 - Vesting Schedule: Detailed breakdown of vesting dates and conditions
3. Schedule 3 - Valuation Methodology: Detailed formula and procedures for calculating phantom unit value
4. Schedule 4 - Notification Forms: Standard forms for exercising rights or providing notices under the agreement
5. Schedule 5 - Tax Illustrations: Examples of tax calculations and implications (optional but recommended)
Authors
Chief Financial Officer
Chief Technology Officer
Chief Operating Officer
Senior Vice President
Vice President
Director
Senior Manager
Key Software Engineer
Department Head
Principal Consultant
Senior Sales Executive
Key Account Manager
Product Manager
Research & Development Lead
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