They'd have to convince me that it's a better opportunity on several fronts:
Showing how I'd have the support of my managers I have no interst in working somewhere without faith in my abilities.
Demonstrating an interesting technical challenge. I'm not going to give up something interesting for another non-descript web-stack application.
Letting me meet with the team and getting a positive impression of their abilities and commitment.
Evidence of solidarity in management and sufficient funding, or a funding plan. I tend to work at startups.
Providing a better compensation package. Why would I take the risk to get equal compensation? The better the previous points are shown the lower this can be.
They'd have to convince me that it's a better opportunity on several fronts:
great points.