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1. Parties: Identification and details of all co-founders entering into the agreement
2. Background: Context of the agreement, including the business concept and purpose of the collaboration
3. Definitions: Key terms used throughout the agreement
4. Business of the Company: Detailed description of the company's intended business activities and scope
5. Incorporation and Structure: Details of company formation, legal structure, and registration requirements under UAE law
6. Capital Contributions: Initial and future capital contributions of each co-founder, including valuation of non-cash contributions
7. Shareholding Structure: Distribution of shares among co-founders and any vesting schedules
8. Roles and Responsibilities: Specific duties, commitments, and areas of responsibility for each co-founder
9. Decision Making: Governance structure and voting rights for key business decisions
10. Board Composition: Structure and operation of the board of directors
11. Profit Distribution: Methods and timing of profit distribution among co-founders
12. Transfer of Shares: Rules regarding share transfers, including right of first refusal and tag-along/drag-along rights
13. Confidentiality: Protection of company and co-founder confidential information
14. Non-Compete and Non-Solicitation: Restrictions on competitive activities and employee solicitation
15. Termination: Circumstances and procedures for terminating the agreement or co-founder relationship
16. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and applicable law under UAE regulations
17. General Provisions: Standard legal provisions including notices, amendments, and severability
1. Intellectual Property Rights: Detailed provisions for IP ownership and development when significant IP is involved
2. Additional Funding: Procedures for securing and managing additional funding when future capital raises are anticipated
3. Employee Stock Option Pool: Structure and management of ESOP when planning to offer equity to employees
4. Advisory Board: Framework for establishing and managing an advisory board when external expertise is needed
5. International Operations: Provisions for international business activities when planning to operate outside UAE
6. Shariah Compliance: Additional provisions ensuring Shariah compliance when required for specific business activities
7. Digital Assets: Management and ownership of digital assets when the business involves significant online components
8. Research and Development: Provisions for R&D activities and resulting IP when the business is technology-focused
1. Schedule 1: Business Plan: Detailed business plan including market analysis, strategy, and financial projections
2. Schedule 2: Initial Capital Contributions: Detailed breakdown of each co-founder's initial capital contributions
3. Schedule 3: Share Vesting Schedule: Detailed vesting schedule for founder shares
4. Schedule 4: IP Assignment: List and details of any pre-existing IP being assigned to the company
5. Schedule 5: Key Performance Indicators: Specific metrics for measuring co-founder performance
6. Schedule 6: Company Formation Documents: Copies of company registration and licensing documents
7. Appendix A: Founder Responsibilities Matrix: Detailed breakdown of each founder's roles and responsibilities
8. Appendix B: Reserved Matters: List of decisions requiring special majority or unanimous consent
Articles of Association
Board
Business
Business Day
Business Plan
Capital Contribution
Company
Confidential Information
Director
Effective Date
Emirates
Encumbrance
Financial Year
Founder Shares
Initial Capital
Intellectual Property Rights
Material Contract
Memorandum of Association
Notice
Parties
Reserved Matters
Share Capital
Shareholders
Shares
Shariah
Tag-Along Rights
Drag-Along Rights
Trade License
Transfer
UAE
Vesting Schedule
Voting Rights
Working Hours
Exit Event
Good Leaver
Bad Leaver
Deadlock
Commercial License
Company Secretary
Governing Law
Incorporation Date
Management Committee
Restricted Territory
Strategic Decision
Term
Territory
Trade Name
Valuation
Incorporation
Business Scope
Capital Contribution
Share Allocation
Vesting
Board Composition
Management Rights
Voting Rights
Reserved Matters
Transfer Restrictions
Tag-Along Rights
Drag-Along Rights
Pre-emptive Rights
Share Valuation
Founder Commitments
Roles and Responsibilities
Decision Making
Financial Management
Profit Distribution
Intellectual Property
Confidentiality
Non-Competition
Non-Solicitation
Information Rights
Representations and Warranties
Exit Provisions
Good Leaver/Bad Leaver
Deadlock Resolution
Term and Termination
Default
Force Majeure
Dispute Resolution
Governing Law
Notices
Assignment
Severability
Entire Agreement
Amendment
Costs
Further Assurance
Technology
E-commerce
Financial Services
Healthcare
Education
Real Estate
Manufacturing
Professional Services
Retail
Media and Entertainment
Food and Beverage
Consulting
Logistics
Renewable Energy
Tourism and Hospitality
Legal
Executive Leadership
Board of Directors
Corporate Governance
Finance
Administration
Company Secretariat
Business Development
Strategy
Risk Management
Chief Executive Officer
Managing Director
Founder
Co-Founder
Chief Financial Officer
Chief Technology Officer
Chief Operating Officer
Legal Counsel
Company Secretary
Business Development Director
Board Member
Executive Director
Managing Partner
Startup Entrepreneur
General Manager
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