This Equity Compensation Side Letter (the “Side Letter”) is delivered as of by Galaxy Holdings, a TX LLC (the “Company”), to (the “Employee”) in connection with the Employee’s service as .
Subject to the conditions in this Side Letter, the Company intends to recommend that its Board of Directors (or its authorized committee, the “Board”) approve an equity award to the Employee as follows:
| Award type | |
|---|---|
| Amount | |
| Plan |
The award is not effective unless and until it is approved by the Board and the Employee signs the Company’s standard award agreement. The award will be granted under, and is in all respects subject to, the terms of the (the “Plan”) and the applicable award agreement, which control over this Side Letter in the event of any conflict. The exercise or purchase price (if any) and the grant date will be set by the Board as of the date of approval, and the per-share value will be determined in good faith by the Board (for options, at no less than fair market value on the grant date).
If granted, the award is expected to vest as follows, subject to the Employee’s continued service through each vesting date:
Vesting stops immediately upon termination of the Employee’s service, except as may be provided in the Plan or award agreement. The actual vesting commencement date and terms will be those set out in the award agreement.
The Company’s intention to recommend this award is conditioned on each of the following: (a) the Employee’s commencement and continuation of service in good standing; (b) availability of sufficient shares under the Plan; (c) the Employee’s execution of the Company’s standard award agreement and any related documents; and (d) compliance with applicable securities laws and Company policies. The Company may modify or decline to proceed with the award if any condition is not met or if the Board does not approve it.
Nothing in this Side Letter creates any right to continued employment or service, and the Employee’s employment remains at will. This Side Letter is not a guarantee of any award and does not, by itself, grant any equity, shareholder rights, or right to dividends.
The Employee is responsible for all taxes arising from any award. The Company makes no representation regarding the tax treatment of the award, and the Employee is encouraged to consult a personal tax advisor (including regarding any election under Section 83(b) of the Internal Revenue Code, where applicable).
This Side Letter is governed by the laws of the State of TX, without regard to its conflict-of-laws principles.
Name: Michael Yuan
Title: General Manager
Date:
Acknowledged and agreed — Date: