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Incorporation

Key Considerations When Deciding Where To Incorporate

How To Incorporate a Delaware C Corp Through Clerky?

Form Of SOSV Program Investments

How are SOSV Program Investments Made?

What Is A SAFE?

What Does Post-Money Mean?

How Does a Post-Money Fixed Percentage SAFE Convert to Equity?

Structure of the SOSV Program Investment

Structure of the SOSV Program Investment

Cash SAFE

Program SAFE

Additional Cash SAFE

Cash SAFE

Cash Amount

Conversion – Valuation Cap Or Discount?

What Events Trigger Conversion of Investment to Equity?

What is an Equity Financing?

What Calculation is Used to Determine the Number of Shares Issuable to the Investor Upon Conversion of the Cash SAFE?

What is an Optional Conversion?

What is a Liquidity Event?

What is a Dissolution Event?

What is a Review Conversion

What is a Pro Rata Right?

What is a Most Favored Nations Clause?

What Is an Employee Share Option Plan (ESOP) or Unissued Option Pool?

Can the Cash SAFE be Assigned?

Program SAFE

Program Amount

Conversion to a Fixed Percentage

What Events Trigger Conversion of Investment to Equity?

What is an Equity Financing?

What Calculation Is Used to Determine the Number of Shares Issuable to the Investor Upon Conversion of the Program SAFE?

What is an Optional Conversion?

What is a Dissolution Event?

What is a Liquidity Event?

What is a Review Conversion?

What is a Pro Rata Right?

What is an Employee Share Option Plan (ESOP) or Unissued Option Pool?

What Representations and Warranties are Given with Respect to the Company’s Intellectual Property?

What are SOSV’s Vesting Requirements?

What is a Most Favored Nations Clause?

What is a Put Right?

What is an Observer Right?

What are Information Rights?

What is the Major Investor Designation Clause?

What is a Pre Conversion Pro Rata Right?

What is a First Financing Right?

What is the Investor Consent Matters Clause?

What are the Program Participation Requirements?

What Happens if a Participant is Removed From the Program?

What Does the Exit Endeavour Clause Mean?

This provision facilitates discussions focused on partial exit of SOSV’s early stage investment on or after the 5th anniversary of the initial SOSV Program investment.  SOSV generally has  the right to exit its equity position at its discretion without restriction. The intention of this provision is to raise awareness within the SOSV portfolio at an early stage that SOSV will seek to secure a partial exit, for example in oversubscribed rounds, subsequent to the initial SOSV investment. For the avoidance of doubt, SOSV will retain the option to sell its equity, but is not obligated to do so, and there is no obligation on the Company or the Founders to redeem or buy back SOSV’s equity position on or after the 5th anniversary of the initial SOSV investment. 

SOSV is interested not just in an ultimate percentage return, but in maintaining its percentage ownership in and providing continued support to teams with which SOSV has been involved in and committed to since the very early stages. By facilitating a return on the early SOSV Program investment, SOSV can have the ability to continue to re-invest and support its portfolio in financing rounds post-Program through separate SOSV funds. This clause facilitates a sale by SOSV of some of its equity position to secure a return while the Company is still privately owned.

Can the Program SAFE be Assigned?

Optional Additional Cash SAFE

What is an Additional Cash SAFE?