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Stock Option Agreement
"I need an Austrian Stock Option Agreement for our Series A startup that will grant options to our CTO, with a 4-year vesting period starting March 1, 2025, and include special provisions for acceleration upon company sale."
1. Parties: Identification of the company granting the options and the option recipient
2. Background: Context of the option grant, including reference to any employee incentive scheme
3. Definitions: Key terms used throughout the agreement, including technical terms related to options, shares, and vesting
4. Grant of Option: Details of the option grant, including number of shares, grant date, and exercise price
5. Vesting Schedule: Timing and conditions for option vesting, including any performance conditions
6. Exercise of Options: Procedures and requirements for exercising options, including payment methods and notice requirements
7. Term and Expiration: Duration of the option grant and circumstances leading to expiration
8. Taxation: Tax obligations and responsibilities of both parties under Austrian tax law
9. Compliance with Laws: Obligations to comply with relevant securities laws and corporate regulations
10. Data Protection: GDPR compliance provisions and data processing details
11. Transferability Restrictions: Limitations on transfer or assignment of options
12. Termination of Employment: Impact of employment termination on options
13. Governing Law and Jurisdiction: Specification of Austrian law governance and jurisdiction for disputes
1. Change of Control Provisions: Special terms applying in case of company sale or merger - include if company anticipates potential M&A activity
2. International Participants: Additional provisions for option holders residing outside Austria - include if participants are in multiple countries
3. Bad Leaver Provisions: Specific consequences for termination due to misconduct - include if company wants stricter termination provisions
4. Company Repurchase Rights: Company's right to repurchase shares - include if company wants additional control over share ownership
5. Lock-up Period: Restrictions on selling shares after exercise - include for pre-IPO companies
6. Shareholder Rights: Rights attached to shares post-exercise - include if different from standard shareholder rights
7. Alternative Exercise Arrangements: Cashless exercise or similar arrangements - include if company offers alternative exercise methods
1. Schedule 1 - Option Certificate: Formal certificate detailing the specific option grant
2. Schedule 2 - Exercise Notice: Template form for exercising options
3. Schedule 3 - Vesting Schedule Details: Detailed breakdown of vesting dates and conditions
4. Schedule 4 - Tax Treatment Summary: Overview of tax implications under Austrian law
5. Schedule 5 - Shareholders Agreement Extract: Relevant provisions from the company's shareholders agreement
6. Appendix A - Data Processing Terms: Detailed GDPR-compliant data processing provisions
7. Appendix B - Company Valuation Principles: Methodology for determining fair market value of shares
Authors
Board
Cause
Change of Control
Company
Confidential Information
Date of Grant
Exercise Notice
Exercise Period
Exercise Price
Fair Market Value
Good Leaver
Bad Leaver
Grant
Option
Option Certificate
Option Holder
Option Shares
Parent Company
Plan
Share Capital
Shareholders Agreement
Shares
Subsidiary
Tax
Term
Termination Date
Transfer
Unvested Options
Vested Options
Vesting Date
Vesting Period
Vesting Schedule
Working Day
Aktiengesetz
Articles of Association
Applicable Law
Business Day
Competing Business
Disability
Employment Agreement
Exercise Notice
Group
Market Price
Material Breach
Notice
Permanent Disability
Restricted Period
Securities Laws
Stock Exchange
Subscription Rights
Tag-Along Rights
Drag-Along Rights
Vesting Conditions
Exercise Rights
Exercise Price
Term and Expiration
Transfer Restrictions
Termination Provisions
Change of Control
Confidentiality
Data Protection
Tax Obligations
Regulatory Compliance
Representations and Warranties
Notice Requirements
Amendment and Modification
Governing Law
Dispute Resolution
Non-Competition
Share Rights
Information Rights
Tag-Along Rights
Drag-Along Rights
Company Repurchase Rights
Shareholder Obligations
Power of Attorney
Assignment
Severability
Entire Agreement
Waiver
Force Majeure
Costs and Expenses
Technology
Financial Services
Biotechnology
Professional Services
Manufacturing
E-commerce
Healthcare
Telecommunications
Software Development
Consulting
Startup Ecosystem
Venture Capital
Clean Technology
Digital Media
Research and Development
Legal
Human Resources
Finance
Executive Leadership
Compensation and Benefits
Corporate Governance
Compliance
Administration
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Human Resources Director
Compensation Manager
Legal Counsel
Corporate Secretary
Finance Manager
HR Business Partner
Talent Acquisition Manager
Board Member
Managing Director
Compliance Officer
Employee Benefits Manager
Stock Plan Administrator
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