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Equity Incentive Agreement
"I need an Equity Incentive Agreement under Indonesian law for our Series B startup, granting stock options to our new CTO with a 4-year vesting schedule and a one-year cliff, including special provisions for a potential IPO by 2025."
1. Parties: Identification of the company and the incentive recipient (employee/consultant/director)
2. Background: Context of the agreement, including company's equity incentive plan and purpose
3. Definitions: Key terms used throughout the agreement including Grant Date, Exercise Price, Vesting Schedule, etc.
4. Grant of Equity Incentive: Details of the equity incentive being granted, including type (options/shares/RSUs), quantity, and class
5. Exercise Price: Specification of the price at which options can be exercised, if applicable
6. Vesting Schedule: Timeline and conditions for vesting of the equity incentive
7. Exercise Period: Time period during which vested options/rights can be exercised
8. Method of Exercise: Process and requirements for exercising the equity incentive
9. Restrictions on Transfer: Limitations on transfer, sale, or encumbrance of the equity incentive
10. Termination Provisions: Effects of employment termination on the equity incentive
11. Tax Obligations: Tax responsibilities and withholding requirements
12. Compliance with Laws: Requirements for compliance with Indonesian corporate and securities laws
13. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and jurisdiction for disputes
1. Change of Control Provisions: Provisions addressing the impact of company sale, merger, or acquisition on the equity incentive. Include for senior executives or key personnel.
2. Shareholders' Agreement Compliance: Reference to and compliance with existing shareholders' agreement. Include if company has multiple shareholders with specific rights.
3. Non-Competition and Non-Solicitation: Restrictions on competitive activities and employee solicitation. Include for senior positions or when granting substantial equity.
4. Tag-Along and Drag-Along Rights: Rights in case of sale of company shares. Include for significant equity grants or executive level agreements.
5. Clawback Provisions: Company's right to reclaim equity in specific circumstances. Include for senior positions or performance-based grants.
6. Foreign Investment Compliance: Specific provisions for foreign recipients. Include when recipient is not Indonesian.
1. Schedule 1 - Details of Grant: Specific details of the equity incentive including number of shares/options, grant date, and exercise price
2. Schedule 2 - Vesting Schedule: Detailed breakdown of vesting timeline and conditions
3. Schedule 3 - Exercise Notice: Template form for exercising the equity incentive
4. Schedule 4 - Shareholders' Resolution: Copy of shareholders' resolution approving the equity incentive grant
5. Schedule 5 - Tax Calculation Example: Illustrative example of tax implications and calculations
6. Appendix A - Equity Incentive Plan: Copy or summary of the company's equity incentive plan
7. Appendix B - Acceptance Form: Form for recipient to formally accept the grant and its terms
Authors
Technology
Financial Services
Manufacturing
Professional Services
Healthcare
Education
Retail
E-commerce
Telecommunications
Energy
Mining
Real Estate
Transportation
Media and Entertainment
Pharmaceuticals
Human Resources
Legal
Finance
Executive Leadership
Board of Directors
Corporate Secretariat
Compensation & Benefits
Internal Audit
Corporate Governance
Talent Acquisition
Chief Executive Officer
Chief Financial Officer
Chief Technology Officer
Chief Operating Officer
Senior Vice President
Vice President
Director
Senior Manager
Department Head
Technical Lead
Senior Engineer
Senior Developer
Key Account Manager
Regional Manager
Product Manager
Research Scientist
Senior Consultant
Principal Architect
Head of Sales
Head of Human Resources
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