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Non Qualified Stock Option Agreement
"I need a Non Qualified Stock Option Agreement under Austrian law for our technology startup, granting options for 1000 shares to senior software developers with a 4-year vesting period and cliff vesting after the first year, with an exercise price of €50 per share."
1. Parties: Identification of the company granting the options and the option recipient
2. Background: Context of the option grant, including reference to any employment relationship or service agreement
3. Definitions: Key terms used throughout the agreement, including 'Exercise Price', 'Option Shares', 'Vesting Date', etc.
4. Grant of Option: Specific details of the option grant, including number of shares and exercise price
5. Vesting Schedule: Timeline and conditions for when options become exercisable
6. Exercise of Option: Procedures and requirements for exercising the options
7. Term and Expiration: Duration of the option and circumstances of expiration
8. Payment and Taxation: Methods of payment for shares and tax obligations under Austrian law
9. Transferability Restrictions: Limitations on transfer or assignment of the options
10. Termination of Service: Impact of employment/service termination on options
11. Compliance with Laws: Provisions ensuring compliance with Austrian corporate and securities laws
12. Data Privacy: Provisions for handling personal data in accordance with GDPR
13. Governing Law and Jurisdiction: Specification of Austrian law and competent courts
1. Change in Control Provisions: Special terms applying in case of company merger, acquisition, or restructuring
2. Lock-up Period: Additional holding period restrictions, typically used for senior executives
3. Shareholders' Agreement Adherence: Required when option exercise triggers joining an existing shareholders' agreement
4. Bad Leaver Provisions: Special conditions for termination due to misconduct or similar circumstances
5. Company Repurchase Rights: Company's right to repurchase shares under specific circumstances
6. International Tax Provisions: Additional tax provisions for non-Austrian residents
7. Stock Exchange Compliance: Additional provisions if company is listed on a stock exchange
1. Option Certificate: Formal certificate detailing the specific option grant
2. Exercise Notice Form: Template form for exercising options
3. Vesting Schedule Details: Detailed breakdown of vesting dates and conditions
4. Tax Treatment Summary: Overview of tax implications under Austrian law
5. Shareholders' Agreement: Copy or summary of relevant shareholders' agreement provisions
6. Fair Market Value Calculation: Methodology for determining share fair market value
7. Required Regulatory Notices: Any mandatory disclosures under Austrian law
Authors
Aktiengesellschaft
Board of Directors
Cause
Change in Control
Company
Confidential Information
Exercise Date
Exercise Notice
Exercise Period
Exercise Price
Fair Market Value
Grant Date
Good Leaver
Bad Leaver
Option
Option Certificate
Option Shares
Parent Company
Plan
Service Provider
Service Relationship
Share Capital
Shareholders' Agreement
Shares
Subsidiary
Tax Liability
Term
Termination Date
Trading Day
Vested Options
Vesting Date
Vesting Period
Vesting Schedule
Works Council
Vesting
Exercise Rights
Exercise Price
Exercise Period
Payment Terms
Share Issuance
Taxation
Transfer Restrictions
Termination Provisions
Change in Control
Confidentiality
Data Protection
Representations and Warranties
Regulatory Compliance
Corporate Governance
Shareholders' Rights
Notice Requirements
Amendment
Assignment
Severability
Entire Agreement
Governing Law
Jurisdiction
Dispute Resolution
Force Majeure
Term and Termination
Share Capital Adjustments
Company Repurchase Rights
Lock-up Provisions
Technology
Financial Services
Professional Services
Manufacturing
Biotechnology
Telecommunications
Software Development
Consumer Goods
Healthcare
Media and Entertainment
E-commerce
Consulting
Research and Development
Legal
Human Resources
Finance
Executive Leadership
Corporate Development
Compensation and Benefits
Corporate Governance
Treasury
Tax
Compliance
Chief Executive Officer
Chief Financial Officer
Chief Technology Officer
Senior Software Engineer
Product Manager
Human Resources Director
Legal Counsel
Finance Manager
Operations Director
Sales Executive
Research Scientist
Business Development Manager
Department Head
Senior Consultant
Project Manager
Technical Lead
Executive Director
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