When Jason and I set out to write Venture Deals: Be Smarter Than Your Lawyer and Venture Capitalist, we both agreed that we wanted to try to create as useful and durable a reference guide for entrepreneurs interested in raising a round of venture capital as we could. As a result, we created a Resources page on Ask the VC and decided to load it up with legal documents that are part of a venture capital financing.
Now, while I'd like to be able to simply do all of my financings with a handshake, or possibly on a napkin written in crayon, I also wish I had a herd of unicorns, surrounded by rainbows, a balanced US government budget, and agreement on how to address the debt ceiling issue.
As a step in the right direction, Jason and I decided to open source our Foundry Group form legal documents. You can find them on the Ask the VC Resources page. Included are our standard forms for the following:
- Series A Term Sheet
- Series A Preferred Stock Purchase Agreement
- Investor Rights Agreement
- Co-Sale Agreement
- Voting Agreement
- Series A Restated Certificate of Incorporation
If you do a deal with us, simply feel free to mark them up. Or use them for other deals. Or study them, in conjunction with Venture Deals, to know what we do and don't care about (yes — there are some hidden extra-bonus tips in the forms for you to enjoy if you want.) Of course — all of the traditional legal disclaimers apply (e.g. "You take full responsibility for using these documents. We aren't your lawyers and we give no warranties (express or implied) that they documents are any good or legally enforceable.") So make sure you have a good lawyer advising you, even if you are smarter than him.
We've included plenty of other bonus material on this page, including LOI / merger docs and seed deal docs. We've got more coming, including a thorough dissection of a convertible note (and all the various permutations), but we thought this would be plenty to digest for now.
And if you find some unicorns, or typos in the documents, send them my way.
Reprinted from Feld Thoughts
Brad Feld is the author of Venture Deals: Be Smarter Than Your Lawyer and Venture Capitalist and a managing director at Foundry Group who lives in Boulder, Colorado. He invests in software and Internet companies around the U.S., runs marathons, and reads a lot. Follow him at twitter.com/bfeld.