Hi SB,

I have been reading "Employees' stock agreement" thread here and found
a post by Tagmotion (see below).
As far as I understand a contract used by the author is basically:
"You develop a tech solution for me, I pay you a discounted rate plus
give you a % of my profit for a period of time".

What would be your opinion on a modified proposal I've recently came
across: a deferred payment?

"You develop a tech solution for me working part-time. I give you a
personal guarantee to pay you an agreed decent rate 1 year later plus
I'll give you a % of my company 1 year later too".

I am skeptical about this. It is like sitting on two chairs: an
'employer-employee' agreement in the sense that the company wants to
retain total control (no changes to the ownership structure), and a co-
founders agreement in the sense of a risk sharing, that is, in case of
success profit will be shared but nothing is guaranteed in case of
failure.

Does anyone disagrees? Can this work under some conditions?

Thanks,
Dmitri.

>>
But I have a contract with my development team that gives them the
EFFECT of having equity as follows.
(They are not employees, but a separate business in their own right,
to whom I outsource the technical development).

They receive a small % of my entitlement to any............
-  'outcome' (eg trade sale)
- operating profit (less expenses, which are defined, and include
transaction costs associated with liquidity event/s)

They give me in return.........
a discounted rate on development

This works for them because:
- it's clean: they can participate in the upside without it taking up
their headspace (which they have to give to a couple of JVs they've
got in which they DO have equity).
And they avoid any director's liability.

It works for me because my ownership structure is clean, making it a
better proposition for investors, as some others have said here.

The trigger for paying them out is: when I lose control of the
company.
The assumption here, of course, is that any investment 'this side' of
losing control will be for the purpose of reinvestment/growing the
business. And not to get me to the Bahamas.

>>
I'm going to post no-name versions of the contracts here via Elias, as
part of his wider project.

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