Startup Change-in-Control Carve-Out Plans: When Underwater Equity Stops Retaining Talent and What Boards Need to Watch
A practical guide to startup change-in-control carve-out plans, including pool sizing, funding allocation, Trados fairness concerns, 409A, 280G/4999, and a board-level design checklist.
Seed Convertible Note Board Resolutions with a Note Purchase Agreement: What the Board Should Approve + Copy-Paste Starter Language
A founder-side guide to board resolutions for seed convertible note financings using a note purchase agreement, with copy-paste starter language and approval checkpoints.
Seed Convertible Note Board Resolutions (Stand-Alone Notes): What the Board Should Approve Before Closing + Copy-Paste Starter Language
A founder-side guide to board resolutions for seed convertible note financings using stand-alone notes, with copy-paste starter language and a pre-closing checklist.
Startup Advisor Agreement Checklist + Copy-Paste Starter Form: Scope, Equity, Confidentiality, IP Ownership, and DTSA Language
A practical founder-side advisor agreement guide covering independent-contractor status, services, compensation, confidentiality, IP ownership, DTSA notice, and copy-paste starter language.
SAFE Side Letter Clauses Explained: MFN, Post-Money Pro Rata, Information Rights, Board Observers, and Why “Simple” SAFEs Stop Being Simple
A practical founder-side guide to SAFE side letters, including MFN elections, post-money pro rata rights, information rights, observer rights, and copy-paste starter language.
Convertible Note Side Letter Clauses Explained: MFN, Pro Rata, Information Rights, Board Observers, and the Founder Traps They Create
A practical founder-side guide to convertible note side letters, including MFN, pro rata, information rights, board observers, and copy-paste starter language.
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