Stock Option Purchase Agreement Template for Germany

1. Employment Relationship: Required when options are granted as part of employment compensation

2. Change of Control: Special provisions for what happens in case of company sale or merger

3. Shareholder Rights: Details of rights as a shareholder after exercise, needed if different from standard rights

4. Lock-up Period: Required when there are restrictions on selling shares after exercise

5. Bad Leaver Provisions: Needed when there are specific consequences for termination of employment

6. Company Right of First Refusal: Optional provisions giving company first right to purchase shares upon exercise

7. Drag-Along Rights: Required in case majority shareholders can force option holders to sell shares

8. Tag-Along Rights: Optional protection allowing option holders to join in sale of shares by majority

9. Market Standoff Agreement: Required for companies planning potential IPO

1. Schedule A - Option Details: Specific details of options including number, price, and grant date

2. Schedule B - Notice of Exercise: Form to be used when exercising options

3. Schedule C - Vesting Schedule: Detailed breakdown of vesting timeline and conditions

4. Schedule D - Shareholders' Agreement: Copy or summary of relevant shareholders' agreement provisions

5. Schedule E - Corporate Authorizations: Copies of board and shareholder resolutions authorizing option grant

6. Appendix 1 - Tax Summary: Summary of tax implications and requirements

7. Appendix 2 - Compliance Requirements: Summary of regulatory requirements and compliance procedures