Exhibit 10.15


 




SCIENCE 37 HOLDINGS, INC.




2021 INCENTIVE AWARD PLAN





 


 


RESTRICTED STOCK
Unit Grant Notice


 


Science 37 Holdings, Inc.,
a Delaware corporation (the “Company”), has granted to the participant listed below (“Participant”)
the Restricted Stock Units (the “RSUs”) described in this Restricted Stock Unit Grant Notice (this “Grant
Notice”), subject to the terms and conditions of the Science 37 Holdings, Inc. 2021 Incentive Award Plan (as amended from
time to time, the “Plan”) and the Restricted Stock Unit Agreement attached hereto as Exhibit A (the “Agreement”),
both of which are incorporated into this Grant Notice by reference. Capitalized terms not specifically defined in this Grant Notice or
the Agreement have the meanings given to them in the Plan.


 


	Participant:	 
	Grant Date:	 
	Number of RSUs:	 
	Vesting Commencement Date:	 
	Vesting Schedule:	[To be specified]


 


By accepting (whether in writing,
electronically or otherwise) the RSUs, Participant agrees to be bound by the terms of this Grant Notice, the Plan and the Agreement. Participant
has reviewed the Plan, this Grant Notice and the Agreement in their entirety, has had an opportunity to obtain the advice of counsel prior
to executing this Grant Notice and fully understands all provisions of the Plan, this Grant Notice and the Agreement. Participant hereby
agrees to accept as binding, conclusive and final all decisions or interpretations of the Administrator upon any questions arising under
the Plan, this Grant Notice or the Agreement.


 








	SCIENCE 37 HOLDINGS, INC.	 	PARTICIPANT
	 	 	 
	By:	 	 	 
	Name:	 	 	[Participant Name]
	Title:	 	 	 


 


 




    [Signature Page to Restricted Stock Unit Grant Notice]


     


    


Exhibit A


 


 


RESTRICTED STOCK
UNIT AGREEMENT


 


Capitalized terms not specifically
defined in this Agreement have the meanings specified in the Grant Notice or, if not defined in the Grant Notice, in the Plan.


 


Article
I.

general


 


1.1  Award of RSUs(a). The Company has granted the RSUs to Participant effective as of the grant date set forth in the Grant
Notice (the “Grant Date”). Each RSU represents the right to receive one Share, as set forth in this Agreement.
Participant will have no right to the distribution of any Shares or payment of any cash until the time (if ever) the RSUs have vested.


 


1.2  Incorporation of Terms of Plan. The RSUs are subject to the terms and conditions set forth in this Agreement and the Plan,
which is incorporated herein by reference. In the event of any inconsistency between the Plan and this Agreement, the terms of the Plan
will control, unless it is expressly specified in this Agreement or the Grant Notice that the specific provision of the Plan will not
apply. For clarity, the foregoing sentence shall not limit the applicability of any additive language contained in this Agreement which
provides supplemental or additional terms not inconsistent with the Plan.


 


1.3  Unsecured Promise. The RSUs will at all times prior to settlement represent an unsecured Company obligation payable only
from the Company’s general assets.


 


Article
II.

VESTING; forfeiture AND SETTLEMENT


 


2.1  Vesting; Forfeiture. The RSUs will vest according to the vesting schedule in the Grant Notice except that any fraction of
an RSU that would otherwise be vested will be accumulated and will vest only when a whole RSU has accumulated. Except as otherwise set
forth in the Grant Notice, the Plan or this Agreement, and unless the Administrator otherwise determines, in the event of Participant’s
Termination of Service for any reason, all unvested RSUs will immediately and automatically be cancelled and forfeited (after taking into
consideration any accelerated vesting which may occur in connection with such Termination of Service, if any).


 


2.2  Settlement.


 


(a)  RSUs that vest will be paid in Shares as soon as administratively practicable after the vesting of the applicable RSU, but in no
event later than sixty (60) days following the date on which the applicable RSU vests.


 


(b)  Notwithstanding the foregoing, the Company may delay any payment under this Agreement that the Company reasonably determines would
violate Applicable Law or an applicable provision of the Plan until the earliest date the Company reasonably determines the making of
the payment will not cause such a violation (in accordance with Treasury Regulation Section 1.409A-2(b)(7)(ii)); provided the Company
reasonably believes the delay will not result in the imposition of excise taxes under Section 409A.


 






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Article
III.

TAXATION AND TAX WITHHOLDING


 


3.1    Representation. Participant represents to the Company that Participant has reviewed with Participant’s own tax advisors
the tax consequences of the RSUs and the transactions contemplated by the Grant Notice and this Agreement. Participant is relying solely
on such advisors and not on any statements or representations of the Company or any of its agents.


 


3.2    Tax Withholding.


 


(a)  Subject to Section 3.2(b), payment of the applicable withholding tax obligations with respect to the RSUs may be by any of the
following, or a combination thereof, as determined by [the Company in its sole discretion / Participant or the Administrator]:


 


(i)  Cash, wire transfer of immediately available funds or check;


 


(ii)  By delivery of Shares, including Shares delivered by attestation, then-owned by Participant valued at their Fair Market Value on
the date of delivery;


 


(iii)  By the Company withholding of Shares otherwise issuable in respect of the RSUs in satisfaction of any applicable withholding tax
obligations, valued at their Fair Market Value on the applicable date;


 


(iv)  With the consent of the Administrator, by delivery of a promissory note or other property that the Administrator determines is
good and valuable consideration; or


 


(v)  By any combination of (i) - (iv) above.


 


(b)  Unless [the Company / Participant or the Administrator] otherwise determines, payment of the withholding tax obligations with respect
to the RSUs shall be by [delivery (including electronically or telephonically to the extent permitted by the Company) of an irrevocable
and unconditional undertaking by a broker acceptable to the Company to deliver promptly to the Company sufficient funds to satisfy the
applicable tax withholding obligations] / [delivery (including electronically or telephonically to the extent permitted by the Company)
by Participant to the Company of a copy of irrevocable and unconditional instructions to a broker acceptable to the Company that Participant
has placed a market sell order with such broker with respect to Shares then-issuable upon settlement of the RSUs, and that the broker
has been directed to deliver promptly to the Company funds sufficient to satisfy the applicable tax withholding obligations; provided,
that payment of such proceeds is then made to the Company at such time as may be required by the Administrator].


 


(c)  The number of Shares which may be so withheld or surrendered pursuant to Section 3.2(a) or (b) above shall be limited to the number
of Shares which have a fair market value on the date of withholding no greater than the aggregate amount of such liabilities based on
the minimum individual statutory withholding rates in Participant’s applicable jurisdictions for federal, state, local and foreign
income tax and payroll tax purposes that are applicable to such taxable income, in accordance with Section 9.5 of the Plan.


 


(d)  Participant
acknowledges that Participant is ultimately liable and responsible for all taxes owed in connection with the RSUs, regardless of any action
the Company or any Subsidiary or affiliate takes with respect to any tax withholding obligations that arise in connection with the RSUs.
Neither the Company nor any Subsidiary or affiliate makes any representation or undertaking regarding the treatment of any tax withholding
in connection with the grant, vesting or payment of the RSUs or the subsequent sale of Shares. The Company and its Subsidiaries and affiliates
do not commit and are under no obligation to structure the RSUs to reduce or eliminate Participant’s tax liability.


 






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Article
IV.

other provisions


 


4.1   Adjustments. Participant acknowledges that the RSUs and the Shares subject to the RSUs are subject to adjustment, modification
and termination in certain events as provided in this Agreement and the Plan.


 


4.2   Clawback. The RSUs and the Shares issuable hereunder shall be subject to any clawback or recoupment policy in effect on
the Grant Date or as may be adopted or maintained by the Company following the Grant Date, including the Dodd-Frank Wall Street Reform
and Consumer Protection Act and any rules or regulations promulgated thereunder.


 


4.3   Notices. Any notice to be given under the terms of this Agreement to the Company must be in writing and addressed to the
Company in care of the Company’s Chief Legal Officer at the Company’s principal office or the Chief Legal Officer’s
then-current email address or facsimile number. Any notice to be given under the terms of this Agreement to Participant must be in writing
and addressed to Participant (or, if Participant is then deceased, to the Designated Beneficiary) at Participant’s last known mailing
address, email address or facsimile number in the Company’s personnel files. By a notice given pursuant to this Section, either
party may designate a different address for notices to be given to that party. Any notice will be deemed duly given when actually received,
when sent by email, when sent by certified mail (return receipt requested) and deposited with postage prepaid in a post office or branch
post office regularly maintained by the United States Postal Service, when delivered by a nationally recognized express shipping company
or upon receipt of a facsimile transmission confirmation.


 


4.4   Titles. Titles are provided herein for convenience only and are not to serve as a basis for interpretation or construction
of this Agreement.


 


4.5   Conformity to Securities Laws. Participant acknowledges that the Plan, the Grant Notice and this Agreement are intended
to conform to the extent necessary with all Applicable Laws and, to the extent Applicable Laws permit, will be deemed amended as necessary
to conform to Applicable Laws.


 


4.6   Successors and Assigns. The Company may assign any of its rights under this Agreement to single or multiple assignees, and
this Agreement will inure to the benefit of the successors and assigns of the Company. Subject to the restrictions on transfer set forth
in this Agreement or the Plan, this Agreement will be binding upon and inure to the benefit of the heirs, legatees, legal representatives,
successors and assigns of the parties hereto.


 


4.7   Limitations Applicable to Section 16 Persons. Notwithstanding any other provision of the Plan or this Agreement, if Participant
is subject to Section 16 of the Exchange Act, the Plan, the Grant Notice, this Agreement and the RSUs will be subject to any additional
limitations set forth in any applicable exemptive rule under Section 16 of the Exchange Act (including any amendment to Rule 16b-3) that
are requirements for the application of such exemptive rule. To the extent Applicable Laws permit, this Agreement will be deemed amended
as necessary to conform to such applicable exemptive rule.


 


4.8   Entire Agreement. The Plan, the Grant Notice and this Agreement (including any exhibit hereto) constitute the entire agreement
of the parties and supersede in their entirety all prior undertakings and agreements of the Company and Participant with respect to the
subject matter hereof.


 






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4.9   Severability. If any portion of the Grant Notice or this Agreement or any action taken under the Grant Notice or this Agreement,
in any case is held illegal or invalid for any reason, the illegality or invalidity will not affect the remaining parts of the Grant Notice
and/or this Agreement (as applicable), and the Grant Notice and/or this Agreement (as applicable) will be construed and enforced as if
the illegal or invalid provisions had been excluded, and the illegal or invalid action will be null and void.


 


4.10   Limitation on Participant’s Rights. Participation in the Plan confers no rights or interests other than as herein
provided. This Agreement creates only a contractual obligation on the part of the Company as to amounts payable and may not be construed
as creating a trust. Neither the Plan nor any underlying program, in and of itself, has any assets. Participant will have only the rights
of a general unsecured creditor of the Company with respect to amounts credited and benefits payable, if any, with respect to the RSUs,
and rights no greater than the right to receive cash or the Shares as a general unsecured creditor with respect to the RSUs, as and when
settled pursuant to the terms of this Agreement.


 


4.11  Not a Contract of Employment or Service. Nothing in the Plan, the Grant Notice or this Agreement confers upon Participant
any right to continue in the employ or service of the Company or its Subsidiary or affiliate or interferes with or restricts in any way
the rights of the Company and its Subsidiaries and affiliates, which rights are hereby expressly reserved, to discharge or terminate the
services of Participant at any time for any reason whatsoever, with or without Cause, except to the extent expressly provided otherwise
in a written agreement between the Company or a Subsidiary or affiliate and Participant.


 


4.12  Counterparts. The Grant Notice may be executed in one or more counterparts, including by way of any electronic signature,
subject to Applicable Law, each of which will be deemed an original and all of which together will constitute one instrument.


 


4.13  Governing Law. The Grant Notice and this Agreement will be governed by and interpreted in accordance with the laws of the
State of Delaware, disregarding any state’s choice-of-law principles requiring the application of a jurisdiction’s laws other
than the State of Delaware.


 


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