[{"data":1,"prerenderedAt":530},["ShallowReactive",2],{"document-employee-stock-option-agreement-D12613":3},{"document":4,"label":23,"preview":11,"thumb":24,"thumb600":25,"description":5,"descriptionCustom":6,"apiDescription":5,"pages":8,"extension":10,"parents":26,"breadcrumb":30,"related":38,"customDescModule":179,"customdescription":6,"mdFm":180,"mdProseHtml":529},{"description":5,"descriptionCustom":6,"label":7,"pages":8,"size":9,"extension":10,"preview":11,"thumb":12,"svgFrame":13,"seoMetadata":14,"parents":16,"keywords":15},"EMPLOYEE STOCK OPTION AGREEMENT This Employee Stock Option Agreement (\"Option Agreement\") is made and entered into as of the date of grant set forth below (\"Date of Grant\") BETWEEN: [COMPANY NAME] (the \"Company\"), a corporation organized and existing under the laws of [COUNTRY], with its head office located at [ADDRESS OF THE COMPANY], AND: [EMPLOYEE FULL NAME] (the \"Participant\"), an individual with his/her main address at [ADDRESS]. Pursuant to your Stock Option Grant Notice (\"Grant Notice\") and this Option Agreement, [COMPANY NAME] Inc., a [STATE] corporation (the \"Company\") has granted you an option under its [YEAR] Equity Incentive Plan (the \"Plan\") to purchase the number of shares of the Company's Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. The option is granted to you effective as of the date of grant set forth in the Grant Notice (the \"Date of Grant\"). If there is any conflict between the terms in this Option Agreement and the Plan, the terms of the Plan will control. Capitalized terms not explicitly defined in this Option Agreement or in the Grant Notice but defined in the Plan will have the same definitions as in the Plan. The details of your option, in addition to those set forth in the Grant Notice and the Plan, are as follows: DEFINITIONS In the following clauses: \"Participant\" means an individual who is a manager, employee or a contractor of the Company, who is selected at the discretion of the [SPECIFY] of the Company to be granted stock options; \"Option\" means the stock option that entitles the Participant to acquire shares of the Company during the Exercise Period against payment of the Exercise Price provided for in Section 3. \"Option Shares\" means the total amount of [TYPE OF SHARES] shares of the Company which are made available for purchase by the Participant by means of the present Employee Stock Option Agreement; \"Date of Grant\" means the date on which the Participant and the Company enter into this Employee Stock Option Agreement and on which the Participant receives the Option; \"Vesting\" means the to the process by which the Participant acquires the Option Shares granted to him/her through this Employee Stock Option Agreement. Subject to the provisions hereof, your Option will vest as set out in your Grant Notice. The vesting will cease upon termination of your continuous service; \"Vesting Period\" is the period of time before shares are unconditionally owned by an employee. If that person's employment terminates before the end of the vesting period, the company can buy back the shares at the original price. \"Vesting Schedule\" means a table indicating the number of Option Shares that will vest throughout the Vesting Period, which the Participant may purchase after the Vesting Period or upon the occurrence of any of the triggering events under section 16,17 and 18; \"Vested Option Shares\" means a portion of the total amount of Option Shares which the Participant has earned the right to acquire throughout the Vesting Period and the total amount of Option Shares which the Participant has earned the right to acquire after the Vesting Period has ended; \"Anniversary Date\" means the date that is [NUMBER OF YEARS] years from the Date of Grant of the Option and as of which the Option may be exercised; \"Exercise\" means the purchase of all Option Shares by the Participant after the Vesting Period has ended, or the purchase of a fraction of vested Option Shares by the Participant upon the occurrence of certain triggering events. \"Exercise Price\" means the price, determined at the Date of Grant, at which an Option Share can be purchased by the Participant; \"Exercise Period\" means the period of time during which the Participant may purchase the Option Shares; OPTION GRANT On the date of entry into force of this Agreement, (the \"Grant Date\"), the Company grants the participant an option (the \"Option\") to purchase the aggregate number of [NUMBER OF SHARES] [TYPE OF SHARES] shares of the Company as described above (the \"Option Shares\") against payment of the exercise price per share of [PRICE PER SHARE] indicated above (the \"Exercise Price\") during the exercise period beginning on [DATE THE EXERCICE PERIOD BEGINS] and ending on [DATE THE EXERCICE PERIOD ENDS], subject to all the terms and conditions of this Agreement. EXERCISE PRICE The exercise price is set at [PRICE] per share, which represents the fair market value per share of the Company on the grant date, determined by [SPECIFY] of the Company. Also, the number of common shares subject to your option and your exercise price per share may be adjusted from time to time for capital adjustments. METHOD OF PAYMENT Payment of the exercise price is due in full upon exercise of all or any part of your option. You may elect to make payment of the exercise price of your option in cash or by check or in any other manner permitted above, which may include one or more of the following: Bank draft or money order payable to the Company. WHOLE SHARES You may exercise your option only for whole Common Shares. VESTING RIGHTS Subject to the provisions hereof, your Option will vest as set out in your Grant Notice. The vesting will cease upon termination of your continuous service. EXERCISE. You may exercise the vested portion of your option during its term by delivering a notice (in a form designated by the Company) together with the exercise price to the Company's Plan administrator, or to such other person as the Company may designate, during regular business hours, together with such additional documents as the Company may then require. You may exercise the vested portion of your option (and the unvested portion of your option if your Grant Notice so permits) during its term by (i) delivering a Notice of Exercise (in a form designated by the Company) or completing such other documents and/or procedures designated by the Company for exercise and (ii) paying the exercise price and any applicable withholding taxes to the Company's Secretary, stock plan administrator, or such other person as the Company may designate, together with such additional documents as the Company may then require. By exercising your option you agree that, as a condition to any exercise of your option, the Company may require you to enter into an arrangement providing for the payment by you to the Company of any tax withholding obligation of the Company arising by reason of (i) the exercise of your option, (ii) the lapse of any substantial risk of forfeiture to which the shares of Common Stock are subject at the time of exercise, or (iii) the disposition of shares of Common Stock acquired upon such exercise. If your option is an Incentive Stock Option, by exercising your option you agree that you will notify the Company in writing within fifteen (15) days after the date of any disposition of any of the shares of the Common Stock issued upon exercise of your option that occurs within two (2) years after the Date of Grant or within one (1) year after such shares of Common Stock are transferred upon exercise of your option. EXERCISE PRIOR TO VESTING (\"EARLY EXERCISE\") If permitted in your Grant Notice (i.e., the \"Exercise Schedule\" indicates \"Early Exercise Permitted\") and subject to the provisions of your option, you may elect at any time that is both (i) during the period of your Continuous Service and (ii) during the term of your option, to exercise all or part of your option, including the unvested portion of your option; provided, however, that: a partial exercise of your option will be deemed to cover first vested shares of Common Stock and then the earliest vesting installment of unvested shares of Common Stock;",null,"Employee Stock Option Agreement","12",513,"doc","https://templates.business-in-a-box.com/imgs/1000px/employee-stock-option-agreement-D12613.png","https://templates.business-in-a-box.com/imgs/250px/12613.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12613.xml",{"title":15,"description":6},"employee stock option agreement",[17,20],{"label":18,"url":19},"Finance & Accounting","/templates/finance-accounting/",{"label":21,"url":22},"Buy & Sell Shares","/templates/buy-sell-shares/","Employee Stock Option Agreement Template","https://templates.business-in-a-box.com/imgs/400px/12613.png","https://templates.business-in-a-box.com/imgs/600px/12613.png",[27,17,20],{"label":28,"url":29},"Templates","/templates/",[31,32,35],{"label":28,"url":29},{"label":33,"url":34},"Legal Agreements","/templates/business-legal-agreements/",{"label":36,"url":37},"Equity & Mergers","/templates/equity-and-mergers/",[39,43,47,51,55,59,63,67,71,75,79,83,87,103,121,135,150,165],{"label":40,"url":41,"thumb":42,"extension":10},"Stock Option Plan","/template/stock-option-plan-D13284","https://templates.business-in-a-box.com/imgs/250px/13284.png",{"label":44,"url":45,"thumb":46,"extension":10},"Notice of Grant of Stock Option","/template/notice-of-grant-of-stock-option-D896","https://templates.business-in-a-box.com/imgs/250px/896.png",{"label":48,"url":49,"thumb":50,"extension":10},"Employee Stocks Option Grant Notice","/template/employee-stocks-option-grant-notice-D12614","https://templates.business-in-a-box.com/imgs/250px/12614.png",{"label":52,"url":53,"thumb":54,"extension":10},"Stock Agreement","/template/stock-agreement-D347","https://templates.business-in-a-box.com/imgs/250px/347.png",{"label":56,"url":57,"thumb":58,"extension":10},"Stock Purchase Agreement","/template/stock-purchase-agreement-D349","https://templates.business-in-a-box.com/imgs/250px/349.png",{"label":60,"url":61,"thumb":62,"extension":10},"Stock Subscription Agreement","/template/stock-subscription-agreement-D350","https://templates.business-in-a-box.com/imgs/250px/350.png",{"label":64,"url":65,"thumb":66,"extension":10},"Option to Buy Agreement","/template/option-to-buy-agreement-D336","https://templates.business-in-a-box.com/imgs/250px/336.png",{"label":68,"url":69,"thumb":70,"extension":10},"Put Option Agreement","/template/put-option-agreement-D339","https://templates.business-in-a-box.com/imgs/250px/339.png",{"label":72,"url":73,"thumb":74,"extension":10},"Stock Lending Agreement","/template/stock-lending-agreement-D14067","https://templates.business-in-a-box.com/imgs/250px/14067.png",{"label":76,"url":77,"thumb":78,"extension":10},"Option to Lease Agreement","/template/option-to-lease-agreement-D1193","https://templates.business-in-a-box.com/imgs/250px/1193.png",{"label":80,"url":81,"thumb":82,"extension":10},"Phantom Stock Agreement","/template/phantom-stock-agreement-D12853","https://templates.business-in-a-box.com/imgs/250px/12853.png",{"label":84,"url":85,"thumb":86,"extension":10},"Stock Redemption Agreement","/template/stock-redemption-agreement-D14068","https://templates.business-in-a-box.com/imgs/250px/14068.png",{"description":88,"descriptionCustom":6,"label":89,"pages":90,"size":9,"extension":10,"preview":91,"thumb":92,"svgFrame":93,"seoMetadata":94,"parents":96,"keywords":95,"url":102},"RESTRICTED STOCK PURCHASE AGREEMENT This Restricted Stock Purchase Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Company\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE] with its head office located at: [YOUR COMPLETE ADDRESS] AND: [SECOND PARTY NAME] (the \"Founder\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS, pursuant to the Subscription Agreement, the Founder subscribed for [NUMBER] Shares; and WHEREAS, as a condition to the subscription provided by the Subscription Agreement, the Founder agrees to restrict the Shares as more fully described herein. NOW THEREFORE, in consideration of the premises and of the mutual agreements contained in this Agreement, the parties hereto agree as follows: DEFINITIONS \"Business Relationship\" means service to the Company or its successor in the capacity of an employee, officer or director, or if so determined by the Board of Directors of the Company, as a consultant. \"Board of Directors\" shall mean the Board of Directors of the Company. \"Common Stock\" means the common stock, par value $.00001 per Share, of the Company, subject to adjustments pursuant to Section 6. \"Founders Agreement\" means that certain Founders Agreement dated the date hereof among the Company, the Founder and the other founders of the Company. \"Right of First Refusal\" means that certain right of refusal described in the Founders Agreement. VESTING Vesting Schedule: If the Founder has continuously maintained a Business Relationship with the Company through the vesting dates specified on the cover page hereof, as determined by the Board of Directors, Unvested Shares shall become Vested Shares (or shall \"vest\") on such dates and in an amount equal to that which is set forth on the cover page. Shares that have been so earned by continuity of the Founder's Business Relationship with the Company during the applicable period shall be regarded as \"Vested Shares,\" and Shares that have not been so earned by continuity of the Founder's Business Relationship with the Company during the applicable period shall be regarded as \"Unvested Shares.\" If the Founder's Business Relationship with the Company ceases, voluntarily or involuntarily, with or without cause, no Unvested Shares shall become Vested Shares thereafter with respect to the Founder. Any determination under this Agreement as to the status of a Business Relationship or other matters referred to above shall be made in good faith by the Board of Directors. The Board of Directors, in its discretion, may accelerate any vesting dates or waive any of the requirements for vesting. Termination of Business Relationship: For purposes hereof, the Founder's Business Relationship with the Company shall not be considered as having terminated during any leave of absence if such leave of absence has been approved in writing by the Board of Directors and if such written approval contractually obligates the Company to continue the Founder's Business Relationship with the Company after the approved period of absence; in the event of such an approved leave of absence, vesting of Unvested Shares shall be suspended (and the period of the leave of absence shall be added to all vesting dates), unless otherwise provided in the Board of Directors' written approval of the leave of absence or other waiver. For purposes hereof, a termination of the Founder's Business Relationship followed by another Business Relationship shall be deemed a termination of the Business Relationship, with all vesting to cease unless the Company, with the approval of the Board of Directors, enters into a written agreement related to such other Business Relationship in which it is specifically stated that there is no termination of the Business Relationship under this Agreement. This Agreement shall not be affected by any change of Business Relationship within or among the Company and its subsidiaries so long as the Founder continuously remains an employee, consultant, officer or director of the Company or any subsidiary of the Company. RIGHT OF REPURCHASE OF UNVESTED SHARES Transfers: The Founder may not sell, assign, transfer, pledge, hypothecate, gift, mortgage or otherwise encumber or dispose of (\"Transfer\") all or any of the Unvested Shares, or any interest therein, except to the Company (or any successor to the Company) pursuant to this section. Purchase by the Company: Upon the termination of the Founder's Business Relationship, the Founder and any Permitted Transferee shall sell to the Company (or the Company's assignee) all Unvested Shares in accordance with the procedures set forth below, unless the Board determines within 120 days of such termination not to purchase the Unvested Shares. The purchase price (the \"Original Repurchase Price\") of such Unvested Shares (the \"Repurchased Unvested Shares\") shall be the Purchase Price per Share (subject to adjustment as herein provided). Such sale shall be effected by the delivery by the Escrow Holder (as defined below in 8.1) to the Company of a certificate or certificates evidencing the Repurchased Unvested Shares, each duly endorsed for Transfer to the Company. Within 120 days following receipt thereof, the Company shall mail a check for the Original Repurchase Price to the Founder or shall cancel indebtedness owed to the Company by the Founder by written notice mailed to the Founder, or both. Upon the mailing of a check in payment of the purchase price in accordance with the terms hereof or cancellation of indebtedness as aforesaid, the Company shall become the legal and beneficial owner of the Unvested Shares being repurchased and all rights and interests therein or relating thereto, and the Company shall have the right to retain and Transfer to its own name or cancel the number of Unvested Shares being repurchased by the Company. RESTRICTIONS ON TRANSFERS Rights of First Refusal: Vested Shares may not be Transferred except in accordance with the Founders Agreement. Other Restrictions: Except for Exempt Transfers, the Founder may not at any time Transfer any Vested Shares to any individual, corporation, partnership or other entity that engages in any business activity that is in competition, directly or indirectly, with the products or services being developed, manufactured or sold by the Company. The determination of whether any proposed Transferee engages in any business activity that is in competition with those of the Company shall be made by the Board of Directors in good faith. This prohibition shall be applicable in addition to and separately from the other provisions hereof. INVESTMENT REPRESENTATION The Founder represents, warrants and acknowledges that the Founder: (i) has had an opportunity to ask questions of and receive answers from a Company representative concerning the terms and conditions of this investment; (ii) is acquiring the Shares with the Founder's own funds, for the Founder's own account for the purpose of investment, and not with a view to any resale or other distribution thereof in violation of the Securities Act, as amended (the \"Securities Act\"); (iii) is a sophisticated investor with such knowledge and experience in financial and business matters as to be able to evaluate the merits and risks of an investment in the Shares and that the Founder is able to and must bear the economic risk of the investment in the Shares for an indefinite period of time because the Shares have not been registered under the Securities Act, and therefore, cannot be offered or sold unless they are subsequently registered under the Securities Act or an exemption from such registration is available","Restricted Stock Purchase Agreement","7","https://templates.business-in-a-box.com/imgs/1000px/restricted-stock-purchase-agreement-D12855.png","https://templates.business-in-a-box.com/imgs/250px/12855.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12855.xml",{"title":95,"description":6},"restricted stock purchase agreement",[97,99],{"label":18,"url":98},"finance-accounting",{"label":100,"url":101},"Shareholders & Investors","shareholders-investors","/template/restricted-stock-purchase-agreement-D12855",{"description":104,"descriptionCustom":6,"label":105,"pages":90,"size":9,"extension":10,"preview":106,"thumb":107,"svgFrame":108,"seoMetadata":109,"parents":111,"keywords":110,"url":120},"EMPLOYMENT AGREEMENT - AT WILL EMPLOYEE This Employment Agreement for \"At Will\" Employee (the \"Agreement\") is made and effective this [DATE], BETWEEN: [EMPLOYEE NAME] (the \"Employee\"), an individual with his main address at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Corporation\"), an entity organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] RECITALS In consideration of the covenants and agreements herein contained and the moneys to be paid hereunder, the Corporation hereby employs the Employee and the Employee hereby agrees to perform services as an employee of the Corporation, on an \"at will\" basis, upon the following terms and conditions: APPOINTMENT The Employee is hereby employed by the Corporation to render such services and to perform such tasks as may be assigned by the Corporation. The Corporation may, in its sole discretion, increase or reduce the duties, or modify the title and job description, of the Employee from time to time, and any such increase, reduction or modification shall not be deemed a termination of this Agreement. ACCEPTANCE OF EMPLOYMENT Employee accepts employment with the Corporation upon the terms set forth above and agrees to devote all Employee's time, energy and ability to the interests of the Corporation, and to perform Employee's duties in an efficient, trustworthy and business-like manner. DEVOTION OF TIME TO EMPLOYMENT The Employee shall devote the Employee's best efforts and substantially all of the Employee's working time to performing the duties on behalf of the Corporation. The Employee shall provide services during the hours that are scheduled by the Corporation management. The Employee shall be prompt in reporting to work at the assigned time. NO CONFLICT OF INTEREST Employee shall not engage in any other business while employed by the Corporation. Employee shall not engage in any activity that conflicts with the Employees duties to the Corporation. Employee shall not provide any service or lend any aid or assistance to any party that competes with the services offered by the Corporation. Employee shall not provide any services to clients or prospective clients of the Corporation outside of the provision of services for the Corporation, whether such services are provided with or without compensation or remuneration. CORPORATION PROPERTY Employee acknowledges and agrees that while employed by the Corporation the Employee may be provided with use of computer equipment and other property of the Corporation. The use and possession of the such items shall be subject to any policies, requirements or restrictions established by the Corporation. Such items may only be used in performance of the Employee's duties for the corporation. On request of the Corporation, the Employee shall immediately deliver any such items to the Corporation. Upon termination of employment, Employee shall have the affirmative duty to return any such item to the Corporation whether a request is made or not. The obligation to return Corporation property shall extend and include any and all work product, client property, proprietary rights, intangible property, and all other property of the corporation regardless of the form or medium. COMPENSATION The Corporation shall pay the Employee such hourly compensation as determined by the Corporation. Payment shall be at the same time as the Corporations usual payroll to other employees. BONUS & BENEFITS Payment of any bonuses shall be at the complete discretion of the Corporation. No guarantee or representation that any bonuses will be paid has been made to the Employee. Standard benefits that are provided to other non-management employees shall be offered to the Employee, subject to the Corporation's policies and the terms and conditions of such benefits. WITHHOLDING All sums payable to Employee under this Agreement will be reduced by all federal, state, local, and other withholdings and similar taxes and payments required by applicable law. QUALIFICATIONS OF EMPLOYEE The employee shall satisfy all of the qualification that are established by the Corporation. TERM OF AGREEMENT There shall be no guaranteed term of employment. Employer acknowledges and agrees that Employee shall be an \"At Will\" Employee and that Employee's employment may be terminated at any time by the Corporation, with or without cause. FEES FROM EMPLOYEE'S WORK The Corporation shall have exclusive authority to determine the fees, or a procedure for establishing the fees, to be charged to clients by the Corporation for services that are provided by the Employee. All sums paid to the Employee or the Corporation in the way of fees, in cash or in kind, or otherwise for services of the Employee, shall, except as otherwise specifically agreed by the Corporation, be and remain the property of the Corporation and shall be included in the Corporation's name in such checking account or accounts as the Corporation may from time to time designate. CLIENTS AND CLIENT RECORDS The Corporation shall have the authority to determine who will be accepted as clients of the Corporation, and the Employee recognizes that such clients accepted are clients of the Corporation and not the Employee. All client records and files of any type concerning clients of the Corporation shall belong to and remain the property of the Corporation, notwithstanding the subsequent termination of the employment. POLICIES AND PROCEDURES The Corporation shall have the authority to establish from time to time the policies and procedures to be followed by the Employee in performing services for the Corporation. This may include, but is not necessarily limited to, employment policies, computer use policies, Internet access policies, email policies, and all other policies, procedures, directives, and mandates established by the Corporation, whether or not in written form or formally adopted. Employee shall abide by the provisions of any contract entered into by the Corporation under which the Employee provides services. Employee shall comply with the terms and conditions of any and all contracts entered by the Corporation. TERMINATION Employee acknowledges and agrees that Employee is an \"at will\" employee of the Corporation. As such, no term of employment is created hereby and employee may be terminated at any time in the sole discretion of the Corporation, whether there exists any cause for termination or not. CREATIONS AND INVENTIONS Employee acknowledges and agrees that any and all work product of the Employee that is conceived or created during the Employee's employment with the Corporation is the exclusive property of the Corporation. This shall include any and all copyrights, trade secrets, confidential information, patents, trademarks, trade dress, ideas, concepts, plans, business plans, business concepts, techniques, inventions, drawings, artwork, logos, graphics, web pages, databases, software, programs, CGI's, plug ins, applications, brochures, inventions, marketing plans and concepts, and all other ideas and work product of the Employee. The Employee acknowledges and agrees that all creations shall be \"works made for hire\" as defined in the [ACT OR CODE]. Notwithstanding the fact that this material may be considered to be a work made for hire, Employee agrees, during Employee's employment and thereafter, which covenant shall survive any termination of the employment relationship, to execute any and all documents requested by the Corporation to confirm the Corporation's ownership and control of all such material, including but not limited to assignments of copyright, confirmations of work for hire status, waivers of proprietary rights, copyright application, and any other documents requested by Corporation. RESTRICTIVE COVENANTS","Employment Agreement_At Will Employee","https://templates.business-in-a-box.com/imgs/1000px/employment-agreement_at-will-employee-D541.png","https://templates.business-in-a-box.com/imgs/250px/541.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#541.xml",{"title":110,"description":6},"employment agreement_at will employee",[112,115,118],{"label":113,"url":114},"Human Resources","human-resources",{"label":116,"url":117},"Hire an Employee","hire-employee",{"label":33,"url":119},"business-legal-agreements","/template/employment-agreement_at-will-employee-D541",{"description":122,"descriptionCustom":6,"label":123,"pages":8,"size":124,"extension":10,"preview":125,"thumb":126,"svgFrame":127,"seoMetadata":128,"parents":129,"keywords":133,"url":134},"EMPLOYMENT AGREEMENT FOR AN EXECUTIVE This Employment Agreement for an Executive (the \"Agreement\") is made and effective this [Date], BETWEEN: [EXECUTIVE NAME] (the \"Executive\"), an individual with his main address at: AND: [COMPANY NAME] (the \"Company\"), an entity organized and existing under the laws of the [STATE/PROVINCE], with its head office located at: Recitals In consideration of the covenants and agreements herein contained and the moneys to be paid hereunder, the Company hereby employs the Executive and the Executive hereby agrees to perform services as an Executive of the Company, upon the following terms and conditions: TERM The Company hereby employs Executive to serve as [position] and to serve in such additional or different position or positions as the Company may determine in its sole discretion. The term of employment shall be for a period of [NUMBER] years (\"Employment Period\") to commence on [DATE], unless earlier terminated as set forth herein. The effective date of this Agreement shall be the date first set forth above, and it shall continue in effect until the earlier of: The effective date of any subsequent employment agreement between the Company and the Executive; The effective date of any termination of employment as provided elsewhere herein; or [NUMBER] year(s) from the effective date hereof, provided, that this Employment Agreement shall automatically renew for successive periods of [NUMBER] years each unless either party gives written notice to other that it does not wish to automatically renew this Agreement, which written notice must be received by the other party no less than [NUMBER] days and no more than [NUMBER] days prior to the expiration of the applicable term. Duties and Responsibilities Executive will be reporting to [IDENTIFY]. Within the limitations established by the By-laws of the Company, the Executive shall have each and all of the duties and responsibilities of that position and such other or different duties on behalf of the Company, as may be assigned from time to time by [identify what person or body may assign additional responsibilities]. Location The initial principal location at which Executive shall perform services for the Company shall be [location]. Acceptance of Employment Executive accepts employment with the Company upon the terms set forth above and agrees to devote all Executive's time, energy and ability to the interests of the Company, and to perform Executive's duties in an efficient, trustworthy and business-like manner. Devotion of Time to Employment The Executive shall devote the Executive's best efforts and substantially all of the Executive's working time to performing the duties on behalf of the Company. The Executive shall provide services during the normal business hours of the Company as determined by the Company. Reasonable amounts of time may be allotted to personal or outside business, charitable and professional activities and shall not constitute a violation of this Agreement provided such activities do not materially interfere with the services required to be rendered hereunder. QUALIFICATIONS The Executive shall, as a condition of this Agreement, satisfy all of the qualification that are reasonably and in good faith established by the Board of Directors. Compensation Base Salary Executive shall be paid a base salary (\"Base Salary\") at the annual rate of [salary], payable in bi-weekly installments consistent with Company's payroll practices. The annual Base Salary shall be reviewed on or before [DATE] of each year, unless Executive's employment hereunder shall have been terminated earlier pursuant to this Agreement, starting on [agreed upon date] by the Board of Directors of the Company to determine if such Base Salary should be increased for the following year in recognition of services to the Company. In consideration of the services under this Agreement, Executive shall be paid the aggregate of basic compensation, bonus and benefits as hereinafter set forth. Payment Payment of all compensation to Executive hereunder shall be made in accordance with the relevant Company policies in effect from time to time, including normal payroll practices. Bonus From time to time, the Company may pay to Executive a bonus out of net revenues of the Company. Payment of any bonus compensation shall be at the sole discretion of the Board of Directors or the Executive committee of the Board of Directors and the Executive shall have no entitlement to such amount absent a decision by the Company as aforesaid to make such bonus compensation. Executive shall also be entitled to a bonus determined as follows: [DESCRIBE] Benefits The Company shall provide Executive with such benefits as are provided to other senior management Of the Company. Benefits shall include at a minimum (i) paid vacation of [NUMBER] days per year, at such times as approved by the Board of Directors, (ii) health insurance coverage under the same terms as offered to other Executives of the Company, (iii) retirement and profit sharing programs as offered to other Executives of the Company, (iv) paid holidays as per the Company's policies, and (v) such other benefits and perquisites as are approved by the Board of Directors. The Company has the right to modify conditions of participation, terminate any benefit, or change insurance plans and other providers of such benefits in its sole discretion. The Executive shall be reimbursed for out of pocket expenses that are pre-approved by the Company, subject to the Company's policies and procedures therefore, and only for such items that are a necessary and integral part of the Executive's job functions. NonDeductible Compensation In the event a deduction shall be disallowed by the Internal Revenue Service or a court of competent jurisdiction for federal income tax purposes for all or any part of the payment made to Executive by the Company or any other shareholder or Executive of the Company, shall be required by the Internal Revenue Service to pay a deficiency on account of such disallowance, then Executive shall repay to the Company or such other individual required to make such payment, an amount equal to the tax imposed on the disallowed portion of such payment, plus any and all interest and penalties paid with respect thereto. The Company or other party required to make payment shall not be required to defend any proposed disallowance or other action by the Internal Revenue Service or any other state, federal, or local taxing authorities. Withholding All sums payable to Executive under this Agreement will be reduced by all federal, state, local, and other withholdings and similar taxes and payments required by applicable law. Other Employment Benefits Business Expenses Upon submission of itemized expense statements in the manner specified by the Company, Executive shall be entitled to reimbursement for reasonable travel and other reasonable business expenses duly incurred by Executive in the performance of his duties under this Agreement. Benefit Plans Executive shall be entitled to participate in the Company's medical and dental plans, life and disability insurance plans and retirement plans pursuant to their terms and conditions. Executive shall be entitled to participate in any other benefit plan offered by the Company to its Executives during the term of this Agreement (other than stock option or stock incentive plans, which are governed by Section 3(d) below). Nothing in this Agreement shall preclude the Company or any affiliate of the Company from terminating or amending any Executive benefit plan or program from time to time. Vacation Executive shall be entitled to [agreed upon number of time] weeks of vacation each year of full employment, exclusive of legal holidays, as long as the scheduling of Executive's vacation does not interfere with the Company's normal business operations.","Employment Agreement Executive",97,"https://templates.business-in-a-box.com/imgs/1000px/employment-agreement_executive-D543.png","https://templates.business-in-a-box.com/imgs/250px/543.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#543.xml",{"title":6,"description":6},[130,131,132],{"label":113,"url":114},{"label":116,"url":117},{"label":33,"url":119},"employment agreement executive","/template/employment-agreement-executive-D543",{"description":136,"descriptionCustom":6,"label":137,"pages":138,"size":139,"extension":10,"preview":140,"thumb":141,"svgFrame":142,"seoMetadata":143,"parents":144,"keywords":148,"url":149},"INDEPENDENT CONTRACTOR AGREEMENT This Independent Contractor Agreement (\"Agreement\") is made and effective [Date], BETWEEN: [INDEPENDENT CONTRACTOR NAME] (the \"Independent Contractor\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Company\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] RECITALS Independent Contractor is engaged in providing [Describe] business services, its Employer Tax I.D. Number is [Insert], and its Business License Number is [insert]. Independent Contractor has complied with all Federal, State, and local laws regarding business permits, sales permits, licenses, reporting requirements, tax withholding requirements, and other legal requirements of any kind that may be required to carry out said business and the Scope of Work which is to be performed as an Independent Contractor pursuant to this Agreement. Independent Contractor is or remains open to conducting similar tasks or activities for clients other than the Company and holds themselves out to the public to be a separate business entity. Company desires to engage and contract for the services of the Independent Contractor to perform certain tasks as set forth below. Independent Contractor desires to enter into this Agreement and perform as an independent contractor for the company and is willing to do so on the terms and conditions set forth below. NOW, THEREFORE, in consideration of the above recitals and the mutual promises and conditions contained in this Agreement, the Parties agree as follows: TERMS This Agreement shall be effective commencing [Date], and shall continue until terminated at the completion of the Scope of Work which shall occur no later than [Date] or by either party as otherwise provided herein. STATUS OF INDEPENDENT CONTRACTOR This Agreement does not constitute a hiring by either party. It is the parties intentions that Independent Contractor shall have an independent contractor status and not be an employee for any purposes, including, but not limited to, [laws]. Independent Contractor shall retain sole and absolute discretion in the manner and means of carrying out their activities and responsibilities under this Agreement. This Agreement shall not be considered or construed to be a partnership or joint venture, and the Company shall not be liable for any obligations incurred by Independent Contractor unless specifically authorized in writing. Independent Contractor shall not act as an agent of the Company, ostensibly or otherwise, nor bind the Company in any manner, unless specifically authorized to do so in writing. TASKS, DUTIES, AND SCOPE OF WORK Independent Contractor agrees to devote as much time, attention, and energy as necessary to complete or achieve the following: [Describe]. The above to be referred to in this Agreement as the \"Scope of Work\". It is expected that the Scope of Work will completed by [Date]. Independent Contractor shall additionally perform any and all tasks and duties associated with the Scope of Work set forth above, including but not limited to, work being performed already or related change orders. Independent Contractor shall not be entitled to engage in any activities which are not expressly set forth by this Agreement. The books and records related to the Scope of Work set forth in this Agreement shall be maintained by the Independent Contractor at the Independent Contractor's principal place of business and open to inspection by Company during regular working hours. Documents to which Company will be entitled to inspect include, but are not limited to, any and all contract documents, change orders/purchase orders and work authorized by Independent Contractor or Company on existing or potential projects related to this Agreement. Independent Contractor shall be responsible to the management and directors of Company, but Independent Contractor will not be required to follow or establish a regular or daily work schedule. Supply all necessary equipment, materials and supplies. Independent Contractor will not rely on the equipment or offices of Company for completion of tasks and duties set forth pursuant to this Agreement. Any advice given Independent Contractors regarding the scope of work shall be considered a suggestion only, not an instruction. Company retains the right to inspect, stop, or alter the work of Independent Contractor to assure its conformity with this Agreement. ASSURANCE OF SERVICES Independent Contractor will assure that the following individuals (the \"Key Employees\") will be available to perform, and will perform, the Services hereunder until they are completed (identify by title and name as applicable): [Name of Key Employee, Title] [Name of Key Employee, Title] The Key Employees may be changed only with the prior written approval of the Company, which approval shall not be unreasonably withheld. COMPENSATION Independent Contractor shall be entitled to compensation for performing those tasks and duties related to the Scope of Work as follows: [Describe] Such compensation shall become due and payable to Independent Contractor in the following time, place, and manner: [Describe] NOTICE CONCERNING WITHHOLDING OF TAXES Independent Contractor recognizes and understands that it will receive a [specify tax] statement and related tax statements, and will be required to file corporate and/or individual tax returns and to pay taxes in accordance with all provisions of applicable Federal and State law. Independent Contractor hereby promises and agrees to indemnify the Company for any damages or expenses, including attorney's fees, and legal expenses, incurred by the Company as a result of independent contractor's failure to make such required payments. AGREEMENT TO WAIVE RIGHTS TO BENEFITS Independent Contractor hereby waives and foregoes the right to receive any benefits given by Company to its regular employees, including, but not limited to, health benefits, vacation and sick leave benefits, profit sharing plans, etc. This waiver is applicable to all non-salary benefits which might otherwise be found to accrue to the Independent Contractor by virtue of their services to Company, and is effective for the entire duration of Independent Contractor's agreement with Company. This waiver is effective independently of Independent Contractor's employment status as adjudged for taxation purposes or for any other purpose. Neither this Agreement, nor any duties or obligations under this Agreement may be assigned by either party without the consent of the other. TERMINATION This Agreement may be terminated prior to the completion or achievement of the Scope of Work by either party giving [number] days written notice. Such termination shall not prejudice any other remedy to which the terminating party may be entitled, either by law, in equity, or under this Agreement. NON-DISCLOSURE OF TRADE SECRETS, CUSTOMER LISTS AND OTHER PROPRIETARY INFORMATION Independent Contractor agrees not to disclose or communicate, in any manner, either during or after Independent Contractor's agreement with Company, information about Company, its operations, clientele, or any other information, that relate to the business of Company including, but not limited to, the names of its customers, its marketing strategies, operations, or any other information of any kind which would be deemed confidential, a trade secret, a customer list, or other form of proprietary information of Company. Independent Contractor acknowledges that the above information is material and confidential and that it affects the profitability of Company. ","Independent Contractor Agreement","6",62,"https://templates.business-in-a-box.com/imgs/1000px/independent-contractor-agreement-D160.png","https://templates.business-in-a-box.com/imgs/250px/160.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#160.xml",{"title":6,"description":6},[145],{"label":146,"url":147},"Consultant & Contractors","consulting-contractor-business","independent contractor agreement","/template/independent-contractor-agreement-D160",{"description":151,"descriptionCustom":6,"label":152,"pages":153,"size":9,"extension":10,"preview":154,"thumb":155,"svgFrame":156,"seoMetadata":157,"parents":159,"keywords":158,"url":164},"NON-DISCLOSURE AGREEMENT (NDA) This Non-Disclosure Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Disclosing Party\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [RECEIVING PARTY NAME] (the \"Receiving Party\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS, Receiving Party has been or will be engaged in the performance of work on [DESCRIBE]; and in connection therewith will be given access to certain confidential and proprietary information; and WHEREAS, Receiving Party and Disclosing Party wish to evidence by this Agreement the manner in which said confidential and proprietary material will be treated. NOW, THEREFORE, it is agreed as follows: NON-DISCLOSURE OF CONFIDENTIAL INFORMATION Both Parties understand and agree that each Party may have access to the confidential information of the other party. For the purposes of this Agreement, \"Confidential Information\" means proprietary and confidential information about the Disclosing Party's (or it's suppliers') business or activities. Such information includes all business, financial, technical, and other information marked or designated by such Party as \"confidential\" or \"proprietary.\" Confidential Information also includes information which, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as confidential. For the purposes of this Agreement, Confidential Information does not include: Information that is currently in the public domain or that enters the public domain after the signing of this Agreement. Information a Party lawfully receives from a third Party without restriction on disclosure and without breach of a non-disclosure obligation. Information that the Receiving Party knew prior to receiving any Confidential Information from the Disclosing Party. Information that the Receiving Party independently develops without reliance on any Confidential Information from the Disclosing Party. Each Party agrees that it will not disclose to any third Party or use any Confidential Information disclosed to it by the other Party except when expressly permitted in writing by the other Party. Each Party also agrees that it will take all reasonable measures to maintain the confidentiality of all Confidential Information of the other Party in its possession or control. TERM The term of this Agreement is [number] of [years/months] from the date of execution by both Parties. TITLE The Receiving Party agrees that all Confidential Information furnished by the Disclosing Party shall remain the sole property of the Disclosing Party. DISCLAIMER","Non Disclosure Agreement Nda","3","https://templates.business-in-a-box.com/imgs/1000px/non-disclosure-agreement-nda-D12692.png","https://templates.business-in-a-box.com/imgs/250px/12692.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12692.xml",{"title":158,"description":6},"non disclosure agreement nda",[160,161],{"label":33,"url":119},{"label":162,"url":163},"Confidentiality Agreements","confidentiality-agreement","/template/non-disclosure-agreement-nda-D12692",{"description":166,"descriptionCustom":6,"label":167,"pages":168,"size":169,"extension":10,"preview":170,"thumb":171,"svgFrame":172,"seoMetadata":173,"parents":174,"keywords":177,"url":178},"ADHESION TO THE UNANIMOUS SHAREHOLDER AGREEMENT I, [INDIVIDUAL NAME], domiciled and residing at [FULL ADDRESS], declare that: As of today, I subscribe to [NUMBER] class [SPECIFY] shares issued from the share-capital of [COMPANY NAME]; I have examined the Unanimous Shareholders Agreement and I am satisfied of its content and acknowledge that a copy of such documents has been remitted to me;","Adhesion to the Unanimous Shareholder Agreement","1",41,"https://templates.business-in-a-box.com/imgs/1000px/adhesion-to-the-unanimous-shareholder-agreement-D848.png","https://templates.business-in-a-box.com/imgs/250px/848.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#848.xml",{"title":6,"description":6},[175,176],{"label":33,"url":119},{"label":33,"url":119},"adhesion to unanimous shareholder agreement","/template/adhesion-to-the-unanimous-shareholder-agreement-D848",false,{"seo":181,"reviewer":193,"legal_disclaimer":197,"quick_facts":198,"at_a_glance":200,"personas":204,"variants":229,"glossary":255,"clauses":292,"how_to_fill":343,"common_mistakes":384,"faqs":409,"industries":440,"comparisons":457,"diy_vs_lawyer":470,"jurisdictions":483,"related_template_ids_curated":504,"schema":516,"classification":517},{"meta_title":182,"meta_description":183,"primary_keyword":15,"secondary_keywords":184},"Employee Stock Option Agreement Template (Free Word)","Free employee stock option agreement template covering grant terms, vesting, exercise price, and termination. Used in 190+ countries. Free Word and PDF download.",[185,186,187,188,189,190,191,192],"stock option agreement template","employee stock option plan template","esop agreement template","stock option grant agreement","equity compensation agreement","stock option contract template","employee equity agreement template","iso stock option agreement",{"name":194,"credential":195,"reviewed_date":196},"Bruno Goulet","CEO, Business in a Box","2026-05-02",true,{"difficulty":199,"legal_review_recommended":197,"signature_required":197,"notarization_required":179},"advanced",{"what_it_is":201,"when_you_need_it":202,"whats_inside":203},"An Employee Stock Option Agreement is a legally binding contract between a company and an employee that grants the employee the right to purchase a specified number of company shares at a fixed exercise price after a defined vesting schedule. This free Word download covers grant size, vesting milestones, option type (ISO or NSO), exercise mechanics, and termination treatment in a single ready-to-edit document.\n","Use it whenever you grant stock options to an employee, advisor, or key contractor as part of a compensation or incentive package. It is typically executed at or shortly after hire, or when a new option pool is established under a formal equity plan.\n","Grant details and option type, vesting schedule with cliff and acceleration provisions, exercise price and fair market value basis, treatment upon termination or change of control, tax representations, and governing plan incorporation by reference.\n",[205,209,213,217,221,225],{"title":206,"use_case":207,"icon_asset_id":208},"Startup founders","Granting equity incentives to early employees in lieu of higher cash compensation","persona-startup-founder",{"title":210,"use_case":211,"icon_asset_id":212},"HR managers","Issuing standardized option grants across a growing headcount","persona-hr-manager",{"title":214,"use_case":215,"icon_asset_id":216},"CFOs and finance directors","Documenting option grants for cap table accuracy and financial reporting","persona-cfo",{"title":218,"use_case":219,"icon_asset_id":220},"Corporate attorneys","Preparing equity grant documents that comply with IRS Section 422 or local tax rules","persona-corporate-attorney",{"title":222,"use_case":223,"icon_asset_id":224},"Growth-stage CEOs","Retaining senior hires with vesting-based equity tied to multi-year tenure","persona-ceo",{"title":226,"use_case":227,"icon_asset_id":228},"Board members and compensation committees","Approving and documenting option grants under a formal board resolution","persona-board-member",[230,234,237,241,244,247,251],{"situation":231,"recommended_template":232,"slug":233},"Granting options to a US employee eligible for favorable ISO tax treatment","Incentive Stock Option Agreement (ISO)","employee-stock-option-agreement-D12613",{"situation":235,"recommended_template":236,"slug":233},"Granting options to a non-employee consultant, advisor, or non-US employee","Non-Qualified Stock Option Agreement (NSO)",{"situation":238,"recommended_template":239,"slug":240},"Granting actual shares rather than the right to purchase them","Restricted Stock Agreement","restricted-stock-purchase-agreement-D12855",{"situation":242,"recommended_template":243,"slug":233},"Establishing the company-wide plan that governs all individual option grants","Employee Stock Option Plan (ESOP)",{"situation":245,"recommended_template":246,"slug":233},"Granting options to an independent contractor or advisor","Advisor Stock Option Agreement",{"situation":248,"recommended_template":249,"slug":250},"Providing phantom equity without diluting actual ownership","Phantom Stock Plan Agreement","phantom-stock-plan-D13748",{"situation":252,"recommended_template":253,"slug":254},"Offering a right to purchase shares at a future financing price","Warrant Agreement","non-profit-partnership-agreement-D14023",[256,259,262,265,268,271,274,277,280,283,286,289],{"term":257,"definition":258},"Stock Option","A contractual right to purchase a specified number of company shares at a predetermined price, exercisable after vesting conditions are met.",{"term":260,"definition":261},"Exercise Price (Strike Price)","The fixed per-share price at which the option holder may purchase shares, set at fair market value on the grant date.",{"term":263,"definition":264},"Vesting Schedule","The timeline over which an employee earns the right to exercise options — commonly a 4-year schedule with a 1-year cliff.",{"term":266,"definition":267},"Cliff Vesting","A provision under which no options vest until a minimum service period (typically 12 months) has been completed, after which a lump percentage vests at once.",{"term":269,"definition":270},"Incentive Stock Option (ISO)","A type of employee stock option that qualifies for preferential US federal tax treatment under IRC Section 422, available only to employees of the granting company.",{"term":272,"definition":273},"Non-Qualified Stock Option (NSO / NQO)","A stock option that does not qualify for ISO tax treatment; the spread at exercise is taxed as ordinary income to the recipient.",{"term":275,"definition":276},"Fair Market Value (FMV)","The price at which company shares would change hands between a willing buyer and seller on the grant date, typically established by a 409A valuation for private companies.",{"term":278,"definition":279},"409A Valuation","An independent appraisal of a private company's common stock fair market value, required under IRC Section 409A to set a defensible exercise price for option grants.",{"term":281,"definition":282},"Acceleration","A provision that causes unvested options to vest immediately upon a triggering event, such as a change of control or involuntary termination following an acquisition.",{"term":284,"definition":285},"Exercise Window","The period after a vesting event — or after termination of employment — during which the option holder may exercise vested options before they expire.",{"term":287,"definition":288},"Option Pool","A block of authorized shares set aside by a company specifically for employee equity grants, expressed as a percentage of fully diluted capitalization.",{"term":290,"definition":291},"Spread","The difference between the exercise price and the fair market value of the shares at the time of exercise, representing the option holder's built-in gain.",[293,298,303,308,313,318,323,328,333,338],{"name":294,"plain_english":295,"sample_language":296,"common_mistake":297},"Grant of option and option type","Identifies the optionee, the number of shares covered, the option type (ISO or NSO), and the grant date.","Subject to the terms of the [COMPANY NAME] [YEAR] Equity Incentive Plan, the Company hereby grants to [EMPLOYEE NAME] ('Optionee') an option to purchase [NUMBER] shares of the Company's Common Stock at the Exercise Price set forth herein. This option is intended to qualify as an Incentive Stock Option under IRC Section 422.","Designating an option as an ISO for a non-employee or for a grant exceeding the $100,000 per-year ISO limit. The excess automatically converts to NSO treatment, and incorrect designation creates tax confusion for both parties.",{"name":299,"plain_english":300,"sample_language":301,"common_mistake":302},"Exercise price and 409A basis","States the per-share exercise price and confirms it equals or exceeds fair market value on the grant date, referencing the 409A valuation that supports it.","The Exercise Price per share shall be $[PRICE], which the Board has determined to be no less than the Fair Market Value of a share of Common Stock on the Grant Date of [DATE], as supported by the [DATE] independent valuation report.","Setting the exercise price below fair market value without a 409A valuation to support it. This creates a Section 409A violation resulting in immediate income inclusion, a 20% penalty tax, and interest charges for the employee.",{"name":304,"plain_english":305,"sample_language":306,"common_mistake":307},"Vesting schedule and cliff","Defines exactly when options vest — typically 25% after 12 months of continuous service, then 1/48th per month for the following 36 months — and the conditions required for vesting to continue.","Subject to Optionee's continuous Service, this Option shall vest as follows: 25% of the shares shall vest on the one-year anniversary of the Vesting Commencement Date of [DATE], and 1/48th of the total shares shall vest monthly thereafter, such that the Option is fully vested on the four-year anniversary of the Vesting Commencement Date.","Using a vesting commencement date that differs from the grant date without documenting why. Backdating or forward-dating vesting commencement without clear documentation invites IRS scrutiny and cap table disputes.",{"name":309,"plain_english":310,"sample_language":311,"common_mistake":312},"Exercise mechanics and payment methods","Describes how the optionee exercises vested options — the notice required, acceptable payment forms (cash, cashless, net exercise), and the mechanics of share delivery.","This Option may be exercised by delivering a written exercise notice to the Company, specifying the number of shares to be purchased, accompanied by payment of the aggregate Exercise Price by (a) cash or check, (b) cashless broker-assisted exercise, or (c) net exercise, as permitted by the Plan Administrator.","Omitting cashless or net exercise as a payment method for private-company options. Employees who cannot sell shares to cover the exercise price may be unable to exercise at all without this provision, effectively making the option worthless.",{"name":314,"plain_english":315,"sample_language":316,"common_mistake":317},"Term and expiration","Sets the maximum life of the option — typically 10 years from the grant date for ISOs — after which the option expires regardless of vesting status.","This Option shall expire at 5:00 p.m. Pacific Time on the tenth anniversary of the Grant Date (the 'Expiration Date'), unless earlier terminated in accordance with the terms herein or the Plan.","Setting an ISO term beyond 10 years. IRC Section 422 requires that ISOs expire no later than 10 years from grant (5 years for 10%+ shareholders). A term exceeding 10 years automatically disqualifies the ISO.",{"name":319,"plain_english":320,"sample_language":321,"common_mistake":322},"Treatment upon termination","Specifies how long the optionee has to exercise vested options after employment ends — typically 90 days for voluntary termination, 12 months for death or disability, and immediate forfeiture for cause.","If Optionee's Service terminates for any reason other than Cause, death, or Disability, Optionee may exercise vested options within 90 days of the termination date. In the event of termination for Cause, this Option shall terminate immediately and without notice.","Applying a post-termination exercise window of more than 90 days for ISOs. IRS rules require exercise within 3 months of termination (12 months for disability) to preserve ISO treatment; a longer window converts the option to NSO status.",{"name":324,"plain_english":325,"sample_language":326,"common_mistake":327},"Acceleration upon change of control","Defines whether unvested options accelerate upon a merger, acquisition, or other change of control — single trigger (acceleration on closing), double trigger (acceleration only if employment is also terminated), or no acceleration.","In the event of a Change of Control, unvested options shall be subject to double-trigger acceleration: 50% of then-unvested shares shall vest if Optionee is involuntarily terminated without Cause within 12 months following the Change of Control closing date.","Granting single-trigger acceleration to all employees without considering the acquirer's perspective. Single-trigger acceleration inflates deal costs, can make the company less attractive in an M&A process, and is typically reserved for founders or C-suite executives.",{"name":329,"plain_english":330,"sample_language":331,"common_mistake":332},"Tax representations and withholding","Requires the optionee to acknowledge their tax obligations, authorizes the company to withhold shares or cash to satisfy tax liabilities at exercise, and disclaims any company responsibility for tax advice.","Optionee acknowledges that the tax consequences of this Option depend on individual circumstances and that the Company has not provided tax advice. The Company is authorized to withhold shares with a fair market value equal to the minimum statutory withholding amount upon exercise of any NSO tranche.","Omitting withholding authorization for NSO exercises. When an employee exercises an NSO, the spread is ordinary income subject to payroll withholding — if the agreement doesn't authorize share withholding or cash collection, the company faces payroll tax liability with no mechanism to collect it.",{"name":334,"plain_english":335,"sample_language":336,"common_mistake":337},"Plan incorporation and entire agreement","States that the grant agreement is subject to and governed by the company's equity incentive plan, and that together they constitute the entire agreement between the parties on equity compensation.","This Agreement is subject to all terms and provisions of the [COMPANY NAME] [YEAR] Equity Incentive Plan, which is incorporated herein by reference. In the event of any conflict between this Agreement and the Plan, the terms of the Plan shall control. This Agreement and the Plan constitute the entire agreement between the parties with respect to the subject matter herein.","Issuing a grant agreement without an underlying plan document. Without a formally adopted plan, option grants may lack board authorization, violate state securities exemptions, and expose the company to rescission claims from employees.",{"name":339,"plain_english":340,"sample_language":341,"common_mistake":342},"Securities law representations and legends","Requires the optionee to confirm they are acquiring shares for investment and not resale, and states the transfer restrictions and legend that will appear on any share certificates or book-entry records.","Optionee represents that the shares to be acquired upon exercise are for investment for Optionee's own account and not with a view to resale or distribution. Shares issued upon exercise shall bear the following legend: 'THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE SOLD OR TRANSFERRED ABSENT REGISTRATION OR AN APPLICABLE EXEMPTION.'","Skipping securities law representations for small private companies. Private company shares issued without registration must satisfy an exemption — typically Rule 701 or Section 4(a)(2) — and the representations in the agreement are part of the exemption conditions.",[344,349,354,359,364,369,374,379],{"step":345,"title":346,"description":347,"tip":348},1,"Confirm board approval and plan adoption","Before issuing any grant agreement, verify that the board has formally adopted an equity incentive plan and authorized the specific grant by resolution. The agreement must reference the plan by its exact name and adoption date.","Most state corporation laws require board approval for each option grant, not just the plan. Keep a copy of the board resolution with the signed agreement in your equity records.",{"step":350,"title":351,"description":352,"tip":353},2,"Enter the optionee's legal name and employee details","Use the employee's full legal name as it appears on government-issued ID. Include their title, department, and the grant date — which is the date the board approved the grant, not the date of signature.","The grant date governs the 409A valuation that must support the exercise price. Using a retroactive grant date without a contemporaneous valuation is a Section 409A violation.",{"step":355,"title":356,"description":357,"tip":358},3,"Set the option type, share count, and exercise price","Designate the option as ISO or NSO based on the recipient's eligibility and the grant amount relative to the $100,000 ISO limit. Enter the number of shares and the per-share exercise price equal to the 409A FMV on the grant date.","For grants to employees who own more than 10% of company stock, the ISO exercise price must be at least 110% of FMV and the term cannot exceed 5 years.",{"step":360,"title":361,"description":362,"tip":363},4,"Define the vesting commencement date and schedule","Set the vesting commencement date — often the employee's hire date, which may differ from the grant date — and confirm the vesting schedule matches your standard plan (typically 4-year with 1-year cliff, 1/48th monthly thereafter).","Document any deviation from the standard vesting schedule in the grant agreement itself and in the board resolution. Non-standard schedules require explicit board approval.",{"step":365,"title":366,"description":367,"tip":368},5,"Specify post-termination exercise windows","Enter the exercise window for each termination scenario: voluntary resignation, involuntary termination without cause, termination for cause, death, and disability. Confirm ISO windows comply with IRS timing rules.","Consider extending post-termination exercise windows beyond 90 days for senior employees — but document in the agreement that doing so converts ISO treatment to NSO treatment for exercises occurring after day 90.",{"step":370,"title":371,"description":372,"tip":373},6,"Configure the change-of-control acceleration provision","Choose single-trigger, double-trigger, or no acceleration based on the employee's seniority. For most employees, double-trigger acceleration (change of control plus involuntary termination) is the market standard and least disruptive to acquirers.","Consult your lead investor or M&A counsel before granting single-trigger acceleration to anyone other than co-founders. It can reduce deal value in a sale process.",{"step":375,"title":376,"description":377,"tip":378},7,"Attach the plan document and have both parties sign","Attach or provide a copy of the equity incentive plan referenced in the agreement. Both the authorized company signatory (typically CEO or CFO) and the optionee must sign before or on the grant date.","Use a digital signature platform with timestamped audit trails. For ISO compliance, the grant date must be established before signature — not by signature.",{"step":380,"title":381,"description":382,"tip":383},8,"Update the cap table and file with your equity management platform","Record the grant in your cap table immediately — share count, exercise price, vesting commencement date, and option type. File signed copies in the employee's personnel record and your corporate document system.","Platforms like Carta or Pulley automate 409A triggers, vesting calculations, and exercise notices. Manual cap tables with stock option complexity are an audit and litigation risk.",[385,389,393,397,401,405],{"mistake":386,"why_it_matters":387,"fix":388},"Granting options without a current 409A valuation","Setting the exercise price below fair market value without a qualified appraisal triggers Section 409A penalties: immediate income inclusion, a 20% excise tax, and interest charges on the employee — with no safe harbor available retroactively.","Commission a 409A valuation before each new grant round or material event. Most companies refresh valuations every 12 months or after a financing, major revenue milestone, or change in business model.",{"mistake":390,"why_it_matters":391,"fix":392},"Issuing grant agreements before the board formally approves the grants","Options granted without valid board authorization may be legally unenforceable and can expose the company to securities law violations, rescission claims, and cap table restatements.","Adopt a written board resolution approving each grant — or a batch of grants at a specific meeting — before signing or delivering any grant agreements to employees.",{"mistake":394,"why_it_matters":395,"fix":396},"Using a post-termination exercise window longer than 90 days for ISOs without disclosure","Any ISO exercise occurring more than 3 months after termination (other than disability or death) is automatically disqualified and taxed as an NSO. Employees who are not warned may exercise expecting ISO treatment and face unexpected ordinary income tax.","Explicitly state in the agreement that exercises after day 90 of termination will be treated as NSO exercises for tax purposes, and confirm this in a separate employee communication at the time of grant.",{"mistake":398,"why_it_matters":399,"fix":400},"Granting single-trigger acceleration to all employees","Single-trigger acceleration — where all unvested options vest automatically at deal close — can increase deal cost by millions of dollars, making the company less attractive to acquirers and reducing proceeds available for shareholders.","Limit single-trigger acceleration to co-founders and C-suite executives only. Use double-trigger acceleration (requiring both a change of control and an involuntary termination) as the default for all other employees.",{"mistake":402,"why_it_matters":403,"fix":404},"Failing to obtain an 83(b) election acknowledgment for early-exercisable options","Employees who exercise unvested options early must file an IRS 83(b) election within 30 days of exercise to lock in tax treatment at the exercise price FMV. Missing the deadline can result in ordinary income tax on the full spread at each future vesting date.","If the agreement permits early exercise, include an 83(b) election notice, instructions, and a 30-day deadline reminder as an exhibit. Confirm with the employee that they filed the election with the IRS.",{"mistake":406,"why_it_matters":407,"fix":408},"Omitting a plan document or issuing grants outside a formal equity plan","Ad hoc option grants not made under a formally adopted equity plan may not qualify for the Rule 701 securities exemption, can create ISO disqualification, and leave the company without a governing framework for disputes over exercise rights and cap table corrections.","Adopt a formal equity incentive plan with board and stockholder approval before making any option grants. All individual grant agreements must reference and be subject to this plan.",[410,413,416,419,422,425,428,431,434,437],{"question":411,"answer":412},"What is an employee stock option agreement?","An employee stock option agreement is a legally binding contract between a company and an employee that grants the employee the right to purchase a set number of company shares at a fixed exercise price, subject to a vesting schedule. It documents the option type (ISO or NSO), grant date, exercise price, vesting terms, expiration, and what happens to the options when employment ends. It is the core document governing equity-based compensation for individual employees.\n",{"question":414,"answer":415},"What is the difference between an ISO and an NSO?","An Incentive Stock Option (ISO) qualifies for preferential US federal tax treatment under IRC Section 422 — the employee pays no ordinary income tax at exercise and may qualify for long-term capital gains rates if shares are held for the required periods. A Non-Qualified Stock Option (NSO) does not qualify for ISO treatment; the spread between exercise price and fair market value at exercise is taxed as ordinary income. ISOs are available only to employees, while NSOs can be granted to consultants, advisors, and directors as well.\n",{"question":417,"answer":418},"What is a 409A valuation and why does it matter for stock options?","A 409A valuation is an independent appraisal of a private company's common stock fair market value, required under IRC Section 409A to support the exercise price set in each option grant. If a company grants options at below-FMV prices without a qualified appraisal, employees face immediate income inclusion, a 20% excise tax, and interest charges — regardless of whether they have exercised or profited from the options. A current 409A valuation provides a safe harbor that protects both the company and employees from this exposure.\n",{"question":420,"answer":421},"What is a standard vesting schedule for employee stock options?","The most common vesting schedule in the US is 4 years with a 1-year cliff: no options vest during the first 12 months, 25% vest on the 1-year anniversary, and the remaining 75% vest monthly (1/48th per month) over the following 36 months. This structure aligns employee retention with a typical product or growth cycle and is the benchmark expected by most institutional investors.\n",{"question":423,"answer":424},"What happens to stock options when an employee leaves the company?","Vested options typically remain exercisable for a post-termination window that depends on the reason for departure: 90 days for voluntary resignation or involuntary termination without cause, 12 months for death or disability, and immediate forfeiture in the event of termination for cause. Unvested options are forfeited on the termination date in all cases. Exercises after the post-termination window closes result in permanent expiration of the options regardless of their value.\n",{"question":426,"answer":427},"Is a stock option agreement the same as an equity plan?","No. An equity incentive plan is the company-level governing document adopted by the board and stockholders that establishes the option pool, defines eligible participants, sets plan-wide rules, and authorizes the types of grants permitted. A stock option agreement is the individual grant document issued to a specific employee under that plan, incorporating the plan by reference. You need both — the agreement has no legal standing without a valid underlying plan.\n",{"question":429,"answer":430},"Do stock options give an employee ownership in the company?","Not until they are exercised. A stock option is the right to purchase shares at a fixed price — the employee becomes a stockholder only when they exercise vested options by paying the exercise price and receiving shares. Until exercise, option holders have no voting rights, no dividend rights, and no direct ownership stake. The option agreement itself grants only the contractual right to buy shares in the future.\n",{"question":432,"answer":433},"Does an employee stock option agreement need to be reviewed by a lawyer?","Yes, for most companies. Option agreements involve federal tax law (IRC Sections 422 and 409A), securities law exemptions (Rule 701), state corporate law, and potentially cross-border tax issues for international employees. Errors in grant date, exercise price, option type, or post-termination windows can have six-figure tax consequences for employees with no ability to correct them retroactively. A qualified startup or employment attorney typically charges $1,500–$5,000 to establish a plan and review template grant agreements, which is a fraction of the exposure of getting it wrong.\n",{"question":435,"answer":436},"What is double-trigger acceleration and why does it matter?","Double-trigger acceleration means unvested options vest only if two events both occur: a change of control (such as an acquisition) and an involuntary termination of the employee without cause within a defined period afterward (typically 12–18 months). Single-trigger acceleration vests options on the change of control alone, regardless of whether the employee loses their job. Most acquirers prefer double-trigger because it preserves employee retention incentives post-close and reduces the immediate cash cost of the deal.\n",{"question":438,"answer":439},"Can stock options be granted to contractors or advisors?","ISOs cannot be granted to non-employees — they are limited to employees of the granting company. NSOs can be granted to independent contractors, advisors, and board members. However, grants to non-employees are subject to different securities law analysis and may require separate valuation treatment. Advisors often receive options under a separate advisor grant agreement with a shorter vesting schedule (typically 1–2 years) than employee grants.\n",[441,445,449,453],{"industry":442,"icon_asset_id":443,"specifics":444},"Technology / SaaS","industry-saas","Equity compensation is core to SaaS talent strategy; standard 4-year ISO grants with double-trigger acceleration are the market norm, and 409A refresh cycles align with annual ARR milestones and financing rounds.",{"industry":446,"icon_asset_id":447,"specifics":448},"Biotech and Life Sciences","industry-healthtech","Long development timelines make 10-year option terms and extended post-termination windows common; grants often include performance-vesting tranches tied to clinical trial milestones rather than purely time-based schedules.",{"industry":450,"icon_asset_id":451,"specifics":452},"Financial Services / Fintech","industry-fintech","Regulatory restrictions under FINRA, SEC rules, or banking regulations may limit option plan eligibility and exercise mechanics; clawback provisions tied to restatement events are increasingly required by regulators.",{"industry":454,"icon_asset_id":455,"specifics":456},"Professional Services","industry-professional-services","Equity grants are used to retain senior partners and rainmakers; NSO structures are more common where recipients include non-employee directors, and grants may be tied to billable revenue or client origination targets.",[458,461,464,467],{"vs":239,"vs_template_id":459,"summary":460},"restricted-stock-agreement-D12614","A restricted stock agreement grants actual shares upfront, subject to forfeiture if vesting conditions are not met. A stock option agreement grants the right to buy shares at a future date at a fixed price. Restricted stock is taxed at grant on the FMV of shares received; options are generally not taxed until exercise. Restricted stock is more common for founders; options are standard for employees hired after formation when FMV has increased.",{"vs":249,"vs_template_id":462,"summary":463},"D{PHANTOM_STOCK_ID}","A phantom stock plan pays cash bonuses equal to the value of a specified number of shares — without issuing actual equity or diluting existing stockholders. Stock options grant a real equity interest upon exercise and create actual stockholders with voting rights. Phantom plans are used when the company wants to provide equity-linked incentives without complicating the cap table or triggering securities law obligations.",{"vs":243,"vs_template_id":465,"summary":466},"D{ESOP_PLAN_ID}","The equity incentive plan is the company-level governing document that establishes the option pool, eligibility criteria, and plan-wide rules. The stock option agreement is the individual grant document issued to a specific employee under the plan. You cannot have a valid option agreement without an underlying plan; the two documents work together and the plan controls in any conflict.",{"vs":253,"vs_template_id":468,"summary":469},"D{WARRANT_AGREEMENT_ID}","A warrant is a right to purchase shares issued to investors, lenders, or strategic partners — not employees — typically as part of a financing transaction. Stock options are compensation instruments issued under an equity incentive plan to employees and service providers. Warrants are generally not subject to IRC Section 422 or 409A and carry different securities law treatment than employee option grants.",{"use_template":471,"template_plus_review":475,"custom_drafted":479},{"best_for":472,"cost":473,"time":474},"Early-stage startups with a board-approved equity plan making standard 4-year grants to domestic employees","Free","30–60 minutes per grant",{"best_for":476,"cost":477,"time":478},"Companies granting options to senior employees, international staff, or making non-standard acceleration or vesting terms","$500–$1,500 for a startup attorney review of template and plan","3–7 days",{"best_for":480,"cost":481,"time":482},"Pre-IPO companies, cross-border grants, grants with performance vesting, or any situation involving regulatory constraints on equity compensation","$2,000–$8,000+ depending on plan complexity and jurisdiction","2–4 weeks",[484,489,494,499],{"code":485,"name":486,"flag_asset_id":487,"note":488},"us","United States","flag-us","IRC Sections 409A and 422 govern the tax treatment of stock options. ISOs require exercise prices at or above FMV on the grant date, expiration within 10 years, and exercise within 3 months of termination. A qualified 409A valuation is the only safe harbor for private company FMV. Rule 701 provides a federal securities exemption for compensatory grants up to $10M in a 12-month period; larger programs require disclosure obligations. State securities laws (blue sky) may impose additional filing requirements.",{"code":490,"name":491,"flag_asset_id":492,"note":493},"ca","Canada","flag-ca","Canada does not recognize ISOs; all employee stock options are subject to the employee stock option deduction rules under the Income Tax Act, which allow a 50% deduction on the employment benefit if certain conditions are met. As of 2021, options granted by non-CCPC employers exceeding $200,000 CAD per year in vesting value are fully taxed as income with no deduction. Quebec residents face additional provincial tax treatment differences. Securities exemptions under National Instrument 45-106 apply to compensatory option grants.",{"code":495,"name":496,"flag_asset_id":497,"note":498},"uk","United Kingdom","flag-uk","The UK offers HMRC-approved Enterprise Management Incentive (EMI) schemes for qualifying SMEs — EMI options benefit from reduced income tax at exercise and CGT treatment on the gain. Companies that do not qualify for EMI use unapproved options where the spread at exercise is subject to income tax and National Insurance contributions. HMRC requires notification of EMI grants within 92 days of the grant date. Post-Brexit, UK rules no longer align with EU treatment and apply independently.",{"code":500,"name":501,"flag_asset_id":502,"note":503},"eu","European Union","flag-eu","EU member states each have separate tax regimes for employee equity; France, Germany, the Netherlands, and Sweden all offer qualified option programs with favorable tax treatment subject to holding period and plan approval requirements. The EU has no single pan-European framework equivalent to the US ISO regime. GDPR implications arise when processing employee equity data across borders. Companies granting options to employees in multiple EU countries must analyze each member state's securities law exemptions and tax treatment independently.",[240,505,506,507,508,509,510,511,512,513,514,515],"employment-agreement_at-will-employee-D541","employment-agreement-executive-D543","independent-contractor-agreement-D160","non-disclosure-agreement-nda-D12692","adhesion-to-the-unanimous-shareholder-agreement-D848","articles-of-incorporation-D998","board-resolution-D78","offer-letter-D12769","vesting-agreement-D12864","convertible-note-agreement-D870","founders-agreement-D12653",{"emit_how_to":197,"emit_defined_term":197},{"primary_folder":119,"secondary_folder":518,"document_type":519,"industry":520,"business_stage":521,"tags":522,"confidence":528},"equity-and-mergers","agreement","general","growth",[523,524,525,526,527],"equity","employment","stock-options","employee-compensation","vesting",0.92,"\u003Ch2>What is an Employee Stock Option Agreement?\u003C/h2>\n\u003Cp>An \u003Cstrong>Employee Stock Option Agreement\u003C/strong> is a legally binding contract between a company and an employee that grants the employee the right — but not the obligation — to purchase a specified number of company shares at a fixed price, known as the exercise price or strike price, after defined vesting conditions are satisfied. The agreement documents whether the options qualify as Incentive Stock Options (ISOs) under IRC Section 422 or Non-Qualified Stock Options (NSOs), sets the exact vesting schedule and cliff period, establishes the exercise mechanics, and defines what happens to vested and unvested options when employment ends or the company is acquired. For private companies, the exercise price must equal the fair market value of common stock on the grant date, established by a 409A independent valuation to avoid penalties under IRC Section 409A.\u003C/p>\n\u003Ch2>Why You Need This Document\u003C/h2>\n\u003Cp>Without a signed stock option agreement, an employee's equity entitlement exists only as an informal promise — unenforceable, undocumented, and legally meaningless. Option grants made without a properly adopted equity plan and a written agreement do not qualify for Rule 701 securities exemptions, may disqualify ISO tax treatment, and leave the company exposed to rescission claims if the terms are ever disputed. For the employee, the document is equally critical: it establishes the exercise price that locks in their tax position, the vesting schedule that governs their earning timeline, and the post-termination window that determines how long they have to act after leaving the company. A missing or defective agreement is not just a paperwork gap — it can result in six-figure tax penalties for employees and cap table restatements, securities violations, and M&A complications for the company. This template gives both parties a clear, enforceable record of every material term from the day the grant is made.\u003C/p>\n",1781185940043]