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1. Parties: Identification of the employer and employee, including full legal names and addresses
2. Background: Context of the agreement, employment relationship, and reason for deferred compensation arrangement
3. Definitions: Definitions of key terms used throughout the agreement, including 'Deferred Compensation', 'Vesting Date', 'Compensation Amount', etc.
4. Amount of Deferred Compensation: Specification of the amount or calculation method of the deferred compensation
5. Vesting Schedule: Details of when and how the deferred compensation will vest
6. Payment Terms: Timing and method of payment of the deferred compensation
7. Tax Treatment: Provisions regarding tax implications and responsibilities
8. Conditions and Requirements: Conditions that must be met for the deferred compensation to be paid
9. Termination Provisions: Effects of employment termination on deferred compensation rights
10. Compliance with Laws: Statements ensuring compliance with relevant Dutch laws and regulations
11. Amendment and Modification: Procedures for modifying the agreement
12. Governing Law and Jurisdiction: Specification of Dutch law as governing law and jurisdiction for disputes
1. Change in Control Provisions: Used when protection of rights in case of company ownership changes is needed
2. International Tax Provisions: Required when the employee is subject to tax in multiple jurisdictions
3. Non-Competition and Non-Solicitation: Added when additional restrictive covenants are tied to the deferred compensation
4. Clawback Provisions: Used when the company wants right to recoup payments under certain circumstances
5. Death and Disability Provisions: Detailed provisions for what happens to deferred compensation in these events
6. Administrative Procedures: Added for complex arrangements requiring specific administrative processes
7. Investment Options: Included when the deferred compensation can be invested in different options
1. Schedule A - Calculation Method: Detailed formula and examples for calculating the deferred compensation amount
2. Schedule B - Vesting Schedule: Detailed timeline and conditions for vesting of the deferred compensation
3. Schedule C - Payment Schedule: Specific dates and amounts for payment distributions
4. Schedule D - Tax Calculations: Examples and methods for tax calculations and withholding
5. Appendix 1 - Definitions: Extended definitions and interpretations of technical terms
6. Appendix 2 - Compliance Checklist: Checklist ensuring compliance with Dutch tax and employment laws
7. Appendix 3 - Forms: Required forms for elections, beneficiary designations, and administrative matters
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