Advisor Agreement - 范本

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PERSONAL AND CONFIDENTIAL

July 20, 2017

Christopher T. Handman

Re: Advisor Agreement

Dear Chris,

Snap Inc. (the "Company") is pleased in this agreement (the "Advisor Agreement") to confirm your position as a non-employee Advisor to the Company effective August 1, 2017 on the following terms:

1. This Advisor Agreement will be in force for a term ("the Term") beginning August 1, 2017 and concluding on August 16, 2018, unless extended by the parties in writing.

2. As an Advisor, you will meet or otherwise periodically confer with Company executives, as reasonably requested, to provide strategic advice to the Company (the "Services"). The Company will reimburse you for reasonable travel and other incidental expenses approved by the Company related to the Services, so long as you provide the Company with appropriate receipts on other relevant documentation. You will be deemed an independent contractor and not an employee of the Company and have no authority to obligate the Company by contract or otherwise.

On May 1, 2014 and April 15, 2015, you were granted an aggregate of 4,140,000 restricted stock units ("RSUs"), after giving effect to the Company's dividend of Class A common stock on October 31, 2016 (the "2014/5 RSU"), under the Company’s 2012 Equity Incentive Plan (the "2012 Plan"). On May 15, 2017, you were granted 2,320,132 additional RSUs (the "2017 RSU") under the Company's 2017 Equity Incentive Plan (the "2017 Plan"). Under the applicable Restricted Stock Unit Agreement (the "RSU Agreement"), 2,898,000 RSUs from your 2014/5 RSU will have satisfied the Service-Based Requirement (as defined in the 2012 Plan) and zero RSUs from your 2017 RSU will have satisfied the Service-Based Requirement (as defined in the 2017 Plan) as of August 1, 2017. Of the shares under the 2014/5 RSU that will have satisfied the Service-Based Requirement as of August 1, 2017, 1,179,712 have been withheld to satisfy applicable tax withholding requirements, pursuant to the terms of the 2014/5 RSU. Under the applicable RSU Agreement the remaining RSUs for each grant remain unvested as of August 1, 2017. You are entitled to no payment or other consideration for these unvested RSUs. However, as consideration for your services as an Advisor, if you (1) sign this Advisor Agreement and (2) do not subsequently revoke this Advisor Agreement, then the Company will allow your 2014/5 RSU and 2017 RSU to continue vesting as scheduled under the RSU Agreement during the Term of this Advisor Agreement. If it shall ultimately be determined by a final, non-appealable judgment ("Final Adjudication") that you materially breached any of your material confidentiality obligations referred to in Section 5 or the.......

 

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Advisor Agreement - Snap Inc. and Christopher T. Handman (Jul 20, 2017).docx 下载
发布于 2021-11-12 17:09:09
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