Legal FAQs
Key Considerations When Deciding Where To Incorporate
How To Incorporate a Delaware C Corp Through Clerky?
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
Cash SAFE
Program SAFE
Additional 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 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?
Can the Program SAFE be Assigned?
The Program SAFE cannot be assigned by the Company without SOSV’s express prior consent.
SOSV can assign the Program SAFE amongst its “Affiliates” as defined in the SAFE. Simply put, SOSV will not assign the Program SAFE to any party outside the SOSV group. SOSV invests in companies via a certain fund and from time to time SOSV may have to assign certain investments between those internal funds or companies.